Zero's Ben
by Mr.Sensei
Summary: Ben wanted a brake from too much peace and quiet, while Louise wanted the most powerful familiar that she could get. Now Ben finds himself in a world that he doesn't know, one filled with magic like he never imagined. How will ben and Louise manage to stand each other all while having to deal with treats from magic and alien alike?
1. The traveling familiar

**N/A: Hello to all! My name is Mr. Sensei, my real name will remain confidential in case the alien churros of another dimension are listening in *Looks from right to left suspiciously*. I have decided to expand two fandoms that are not as used as I would like into this story. My inspiration for this story came from reading **_**The incredible muffin's `Ben 10: Unlimited´**_**, since Ben 10 is by far my favorite cartoon character and aside from the popular opinion I really liked the Omniverse series. Yeah, that's right, I said it. It made me laugh, had new interesting characters and delivered a great plot line, expanding on the original one. If you have a problem with Omniverse, then you better get the heck out of my story this instant, `cause it will be based on that.**

**The cover image was provided by LEXLOTHOR.**

…

**Zero's Ben**

**Chapter 1: **

…

It was a calm day in the life of Benjamin Kirby Tennyson, for a change. There had been none emergencies for eight days, the crime in Undertown was at its lowest and Ben and his partner Rook Blonko were taking it easy on the monitor duty that they had asked for.

Normally monitor duty was hell on earth for the young Omnitrix wilder, but after the whole Anur Transyl incident even he needed to take it slow for a while.

"Anything on you screen Rook?" Asked Ben taking a sip of his smoothie

"Yes, I found something highly interesting" Answered Rook with great seriousness.

"What is it? A robbery, an invasion, illegal black market sale?" Speculated Ben.

"I had no idea... that kietens could play the piano" Said Rook as he turned his holographic screen over to show a white and orange kitten playing chopsticks with chopsticks.

Ben stared at his partner for a moment "Weren't you checking the security cameras on the east of undertown?"

"Yes, but I finished that 4 minutes ago and I am currently taking my break"

Ben growled and leaned back into his chair "This taking it easy thing is good and all, but I kind of wish some world changing event would happen"

**Ding… Ding… Ding**

Ben pulled out his phone and checked on the new message "It's from Ester, she needs to see me now, apparently is urgent, like leave now urgent"

Rook closed off his cat screen and opened the same one that Ben was watching "Go see to what she is on need of, I will take care of your work while you are gone"

Ben left to see what his girlfriend wanted, but not before finishing his grape smoothie and murdering about it not tasting the same. Little did he knew that that would be the last smoothie he would have for a long time.

...

**TIME SKIP**

...

Parking the Tenn-Speed outside of The hot spot, where the Kraaho lived, Ben made his way inside of the village.

The Kraaho had always been very similar to the Inuit, they dress similar, they behaved similar and they even had similar houses and tribes. Ben wasn't thinking about any of that, he was thinking about how all the kraaho were carrying metal boxes inside of a spaceship that looked just like a oversized tipi with rockets strapped on the side.

"Ben!"

Hearing his name, Ben turned around and saw Ester running towards him and then gave him a Kraaho hug, which was basically her arms wrapping around the two of them many times and a pick in the check "I'm so glad you came Ben"

"You said that it was urgent"

Ester nodded and pulled way "We got news from homeworld, there have been major natural disasters, meteorites, volcanoes, earthquakes and they need all colonies to go back and help with the reconstruction"

"Oh" Sure, Ben was bombed out about not been able to see his girlfriend for a while but duty was always first "That explains why you are taking everything but the sink"

"Coming through!" Yelled someone who instead of carrying a metal box was carrying a toilet.

"Doesn't count" Said Benn pointing at the toilet.

Ester giggled.

"How long would you bee gone?"

Ester looked away and got an uncomfortable look on her face "The message said from two to four months-"

"That is not that long" Interrupted Ben.

Ester shook her head fondly at her silly boyfriend "But those are the number for them, in earth time it would be over three years"

Ben's jaw dropped to the floor, that was definitely a long time "I-I could visit you, Bluka and Driva have been making blueprint for a teletransportador, once it's ready I could pop right over or you here"

Ester shook her head "Non-Kahoor are not allowed there, the only reason why I'm allowed is because I'm the tribe leader and since that is what I am, then I will be busy non stop"

Ben sighed "There is no way around this?"

"No, I'm sorry"

Robbing the back of his head Ben asked "If we are still single, I mean when you come back in three years, want to try again?"

Ester kiss him on the cheek again "Fine" She pointed a threatening finger at his face "But actually try dating someone, don't just sit in a corner waiting for me" She went back to been sweet "I'm gonna miss you"

"Yeah, me too"

...

**TIME SKIP**

...

"-And then I left" Ben said finishing his story.

The two partners were talking in their earpieces, Ben while driving in his Tenn-speed through Undertown and Rook still in Plumbers HQ.

"That is quiet a tale"

Ben snort "You're telling me, you know what, I'm just going to-"

_Mon serviteur qui existait quelque part dans le vaste univers_

"What did you said?" Asked Ben.

"I did not said anything" Answered a confused Rook.

Ben shook his head "I must have heard someone from the street, as I was saying, I'm gonna try to move on and-"

_Mon divin, beau, sage, puissant serviteur_

_Tenir compte de mon appel_

"There it's again!" Shouted Ben.

"I am not hearing anything unusual" Said Rook "Let me verify that no one else is on this communication line"

Ben tightened his hands around the handlebars of the bike and kept an ear open for anything weird.

_Je souhaite du fond du coeur et ajouter à mes conseils et apparaître!_

Ben did not had to tell Rook this time, because a bright green, purple and blue portal open in front of him, he was going so fast in the Tenn-speed that when he hit the brakes the only thing he managed was to leave scotch marks before disappearing in the portal.

* * *

...

**Not bad for a prologue, am I right or am I right?**

**Just wanted to make you notice that the average chapter will be much, muuuuuuch longer than this tiny four page thingy.**

**And for those of you that were wondering what the French was in English, then look no further:**

**My servant that existed somewhere in the vast universe = Mon serviteur qui existait quelque part dans le vaste univers**

**my divine, beautiful, wise, powerful servant = mon divin, beau, sage, puissant serviteur**

**heed my call = tenir compte de mon appel**

**I wish from very bottom of my heart and add to my guidance and appear! = Je souhaite du fond du coeur et ajouter à mes conseils et apparaître!**

**Peace out suckers.**


	2. The run away familiar

**Review corner:**

**DaDog: Thanks, in my opinion is in the first chapter where the reader decides if he will the story or not.**

**Guest: Do not fear, the average length of a chapter will be much, muuuuuuch more than the last one.**

**Davidscrazy234: Oh my god, you guessed exactly what will happen in this chapter and part of the next. Although I'm sad to say that Ben won't have control over Alien X for a while, since the trial hasn't happened yet. Be sure to remember where in the timeline I placed the story.**

**N/A: I want to thank all of you that either favorited, followed or reviewed this story, since the more you guys comment the more inspiration I get. Come one! Come all! The second part of this epic tale shalt not be stopped, for when a geek needs a non-canon story, I'll be there! When it's Saturday night and you don't have friends to be with, I'll be there! When a grown man wants to read about the cartoons of his childhood, I'll be there! *Unsheathes silver sword and runs into battlefield* For Narnia and for ASLAN!**

**The cover image was provided by LEXLOTHOR.**

…

**Zero's Ben**

**Chapter 2: **

…

"The day has finally come for the summoning ritual!" Explained a almost bald middle age professor to his students "This is the first task for you all now that you advanced to your second year here at the Academy and the sacred first day when you finally meet your familiars with whom you will spent your life living as a noble man"

The students of Tristan magical academy were listening to the lecture given by their professor, but among the eager and exited students there was one that stood apart from the rest. This was Louise de la Vallière or as her classmates called her: Louise the Zero.

"All set Louise?" Teased a busty foreign redhead "I'm looking forward to see what kind of familiar you will summoned"

Louise frowned "Leave me alone"

The professor whose name was Colbert clashed his staff on the floor the quiet the now murmuring students "Let us begin!"

A long procession of young mages happened, some calling upon beings of great power like a Rhyme dragon to bizarre creatures like an oversized mole, to simple characters like cats, owls and toads. Names continued to be called our, each time a name was being ticked off the list until at last.

"Alright there, has everyone has their turn?" Asked Professor Colbert.

"No, not quite" Answered the same Germanic Vixen from before "Miss. Vallière hasn't done it"

Louise was standing on the back of the group, hoping to not get noticed by that very redhead. Reluctantly she walked to the middle of the group to perform the summoning spell.

"What do you think she will summon?" Asked a girl.

"Probably another explosion" Laughed the boy beside her.

"With all your boasting you should be able to summon something more impressive than this, right Louise?" Asked the busty Germanian, while she pet her own familiar, a fire salamander that had a strange resemblance to Charmeleon.

"Well of course" Said Louise with a proud face, but in her mind she had many doubts about herself and prayed that the ritual would actually work.

Taking a deep breath, Louise raised her wand and chanted "Servant that exist somewhere in this vast universe-"

The rest of the mages were dumstock by such an unusual spell. With question marks appearing on top of some heads.

"What kind of spell is that?" Asked a blonde girl with curls.

"Whatever it is, is it original, that is for sure" Answered the blonde's boyfriend.

Louise kept chanting "My divine, beautiful, wise, powerful servant" Even the petite blue haired Galian was paying attention by now "Heed my call, I wish from very bottom of my heart and add to my guidance and appear!"

From the tip of Louise wand, a brilliant green sphere not bigger than a marble came out. Many flinch thinking that it would explode, but it didn't, it just floated there for a second.

"Is _that_ supposed to be your familiar?!" Laughed someone.

"The ritual is not over yet" Frowned Professor Colbert.

The students shut up and continued to watch the orb. It divided itself in two identical spheres, then four, then eight and it went on and on until there were dozens of them forming a circle in the air. They started to spin in an orbit and gather speed up till there was a ring on green light. From within a echoing voice could be heard, no one understood what it was saying. Everyone leaned in closer to try to hear the voice then…

**BOOM**.

"I KNEW it would blow up!" Yelled the same blonde from before.

"Hahaha, the Zero strikes again"

"Zero! Zero! Zero!"

The students began mocking and bullying Louise, who was on the breach of tears. How could the most stable spell known to Halgeika end in failure? Because she was the Zero that's why, she was a failure and a disgrace to her family name.

"_Oh, my head!_"

Everything went quiet hearing the new voice coming from where the explosion had happened.

As the dust cloud created by the explosion cleared, many gasped. Resting in the crater from the explosion was a boy about 17 or 16 years of age wearing white pants, a tight black T-shirt with a green stripe on the front, a brown leather-like harness on his chest and a white helmet with the number ten painted on the front and brown gloves, next to him there was a strange contraption with wheels, that seemed to be made out of green metal.

"A Human?!" Yelled Louise "Professor please let me redo the ritual!"

Professor Colbert shook his head "This is a sacred ritual of the church, there are no redoes"

Ben clicked some bottoms on his Tenn-sped and his clothes were transformed back into his usual brown pants, loose black T-shirt with a 10 symbol on it and warm white and green hoodie. He then gave a loud cap whistle getting everyone's attention "_Would _someone_ explain what is going on_?!"

Now that the teens voice was not echoing, the professor was able to understand him in what he thought was Albanian "_You 'ave been summoned by ze familiar ritual_"

Ben stared at the bald guy with the french accent, not getting what he was trying to say, sure he understood the words but not the meaning of what he was trying to say "_I been what by the what now_?"

Louise swallowed part of her pride and stud in front of Ben in an imposing manner "I am Louise Françoise Le Blanc de La Vallière and you will be my familiar"

Ben wasn't listening to her, he was pushing buttons on his Omnitrix "_One time top left, twice middle right, once both top_" The yellow light of the Omnitrix was turned on and scanned Louise.

"EHH, WHAT ARE YOU DOING?" Squealed Louise.

The light died out and from the Omnitrix came a robotic female voice that everyone understood "_**Scan complete. Foreign language assimilated. DNA sample collected. Species DNA sample already in storage. WARNING, collected DNA sample corrupted with unknown contaminant, further analysis required. Do you wish to begin further analysis of DNA sample?**_"

"Yes, being further analysis" Ben commanded the watch.

"_**Understood. Further analysis began**_"

Many would have gasp at Ben's sudden knowledge of their language but they were already too stunned and confused to react.

Louise walked up to the strange boy and looked him right in the eyes "I don't know who you are and I don't care, but you should be thankful for someone of noble birth doing something like this to an obvious peasant like yourself" Ben stared confused at her while she raised her wand at his forehead "My name is Louise Françoise Le Blanc de La Vallière, oh pentagon that rules the five powers, bless this individual and make him my familiar"

Ben didn't get what she was talking about, but he was cut from thought as Louise grabbed hold of his T-shirts neck and pulled him into a kiss.

Ben pushed her away, not enough so she would fall but enough so she would let go of him "You kiss people you just met? Look, I ain't sayin you a ho, but that's on the spectrum-AHHHHH" Ben suddenly felt a great burning pain on his left hand that made him fall to his knees and pass out.

"Very well, the contract has been completed and the runes written" Explained Colbert "The bond has been made"

Louise was fuming, angry about the ho comment, but nodded.

"Everyone leave" Professor Colbert ordered his students as he casted a spell that made Ben and his bike levitate "Miss. Vallière you take your familiar with you to your room, I will take this object to my lab until it is necessary"

...

**TIME SKIP**

...

Ben growled and groaned, he felt like he went 3 rounds with an Appoplexian and lost on the first.

"So you finally decided to wake up"

Ben snapped his eyes open and was surprised to see the pinknett from before "YOU!"

Louise ignored her rude familiar, she could disciple him later "I thought about it enough to get white hair and have given up, as rude, annoying and disrespectful as you are, I will keep you as my familiar, be thankful you peasant"

Ben got to his feet "Listen here pinky, I don't know squad of what you are talking about but…"

Ben stopped talking and blushed as Louise began to take her clothes of, first the skirt then the shirt and throw them both at his face "Wash those and them iron them, you will do as I say as you are now my familiar"

Ben took the clothes from his face and throw them back at Louise's feet "I am NOT your laundry boy!" He raised his hand over the Omnitrix "You better explain everything right now or I'm going **Rath** on you, I don't care if you are a girl!"

"Well, you are now my familiar" Said an angry Louise "You were brought here when I performed the summoning ritual"

Ben still didn't get what she was talking about, familiar this ritual that.

...

**TIME SKIP**

...

Ben 9 was running for his life.

"Benjamin, come out to play!" Sinsong a joyful madman.

Ben 9 kept running. He ran as fast as his human legs could carry him, refusing to use the infernal watch. He swore never to use it again, not after it had cost him the life of his loved one.

"Benjamin, come out to play!" Sinsong the madman again.

Ben 9 made a turn hoping to lose him, unfortunately the turn lead to an alleyway. Trapping the young man to the mercy of the oh so very familiar and yet so strange young man on black and purple.

"Benjamin" Smiled the young man as he approached the cowering Omnitrix wilder "I have a proposition for you"

"Leave me alone!"

The smile on the young man didn't even twitch "But why be alone, when I can give you back the one that you miss the most"

Ben 9 got in a fighting position, but was shaking heavily with fear "I don't want anything from you!"

"Not even your fiance back?" Asked the madman.

Ben 9 could feel the tears coming up and did his best to keep them at bay "HELEN IS DEAD! She died because of me!"

The man's smile turned into a cunning grin, as if those were the exact words he was waiting for "Yes she did die, but with my help you can bring her back, you two can be together again and this time for eternity" The young man saw that Ben 9 was eating up his words like a starving man on a buffet "All you need to do is come work for me and help me in my cause"

Ben 9 couldn't believe that he was actually thinking about it.

This dude had hunted him down and now he was offering him the one thing he wanted most in the universe, to have the beautiful, funny and intelligent ½ Kineceleran Helen Wheels back. The same Helen Wheels that had died a month after he had asked her to marry him. The same Helen Wheels that had died because he hadn't listen and used the blasted piece of junk attached to his wrist. The same Helen Wheels that always asked him to do the right thing no matter what, and the same Helen Wheels to whom he swore never to disappoint, not even now.

Ben 9 threw a punch to the guy's head, but been out of practice after not fighting for so long, he was too slow and the young man in black and purple was able to dodge easily.

The young man graved effortlessly the head of Ben 9 and purple lightning traveled through Ben's body, turning the Omnitrix wearer into dust that got scater on the wind, leaving not a trace of him anywhere to be found.

"Pity" Said the murderer "I even bothered to get rid of the hybrid girl and blame it on him just to get a bargaining point, oh well, maybe something more extreme is required for the next Ben"

...

**TIME SKIP**

...

"So this is the kingdom of Tristan, in the continent of Halgaike with level one/two technology and you are a second year student at some Hogwarts wanna-be magic school only for nobles?" Ben deadpanned.

Louise put her hands on her hips and glared at him "You are correct but as my familiar you will not talk to me in such a disrespectful manner any longer, for I am Louise Françoise Le Blanc de La Vallière, your master!"

"Whatever" Ben said "And a familiar is supposed to be the servant of someone that has magic, that much I know from when I read thru Gwen's library"

Louise stomped her foot in the ground and covered her face with her hands "Why a peasant boy? I wanted something great like a griffin or a dragon"

Ben frown at Louise, she wanted something impressive then she would have it.

A bright green flash of light came from Ben and then he was nowhere to be seen.

Louise squeaked in fear and when she looked around the room she only saw the door been closed with force "He ran away? Are you serious?!"

She got dress in a hurry and left as soon as possible, not noticing the extra shadow that was resting on the wall on top of the door.

"Hehehe, she a-bought it"

Once Louise was out of the room a giant salamander like being with three triangular eyes, a scale on the top of its head, slender limbs and in an elegant coat and tie with the Omnitrix symbol on its wrists showed itself to be resting on the wall "**ChamAlien**? I a-wanted **Big Chill** but to each his own, just need to find my a-bike and leave this joint" Said the Alien with an Italian accent.

The again invisible chameleon like alien left the room and saw Louise looking at a hallway, searching for him. He quickly left through a circular staircase and heard the voices of two teens, one male the other one female.

"I would love to try one" Said the male one.

"Really?" Said the female one with hope in her voice.

"Of course Ketty, I wouldn't lie to your eyes" Said the male.

"Lord Guiche" Said Ketty love struck.

"There is nothing hidden behind my feeling for you" Said Guiche.

Ben had to hand it to the guy, he was a player and a good one. As a hormonal male teen he was tempted to make himself visible and give him a honor salute, but as **ChamAlien** he thought differently than normal, this often happened with some of his forms, in this form he became more mischievous and a show off.

Guiche was in the zone, another day another catch, he was sure that at the rate he was going to get Ketty to his bedroom and not leave the whole night. He was going to give the final blow but was stopped by the sight in front of him.

Moving in the light was a bodiless shadow, it was humanoid but at the same time it was not. It couldn't be but it clearly was, it definitely was the Mirtir demon his brother used to tell Guiche stories about until he pissed his bed.

"Lord Guiche what's wrong?" Asked Ketty, concerned for her love.

Guiche raised a shaking finger to the shadow.

Ketty gasped and hugged Guiche in fright.

The shadow stopped moving and slowly ran a finger by its throat, then **ChamAlien** revealed himself and with a shark like grin he whispered "Boo"

The two mages gave a scream of bloody murder, waking every inhabitant of the tower, many students got out of their rooms with theirs wands at hand, ready to fight whatever had scared the students.

Everybody was thrown back seeing the creature and they grew scared when it gave a mad man's laugh "It seems that I a-got myself something of a crowd here"

"What are you?" Asked Ketty.

**ChamAlien** turned itself invisible and climbed the wall unto the ceiling from where he called in an echoing voice "Your worst a-nightmare hahahaha!"

He kept walking leaving behind the shaking mages.

At that moment Louise ran down the stairs "WHERE IS HE?!"

Everyone pointed to where Ben's footsteps could still be heard.

"Catch him!" Ordered Louise "NOW!"

Fearing that she would bring a explosion upon them, everyone left to hunt the creature.

Ben was running on the ceiling, making sure he stayed on the shadows so he could not be found by the mod that seemed to be hunting him. He used his agility to reach the main floor were a guy was flirting at the foot of a fountain with a total 10 "Finally an exit"

"You heard something?" Asked the busty redheaded girl.

The mod ran into the main floor with Louise at the head.

A thirty year saw the shadow "There he is!" He shouted as he sent flying some conjured rocks at it.

**ChamAlien** was fast and agile enough to avoid most of them, but one was able to hit him right on the head scale.

"AHHH" He shouted as he involuntary made himself visible.

Many flinched in fear of the creature but Kirke casted a levitation charm and **ChamAlien** flew into the air "Let a-go of me!"

"Way to go Kirke!"

"You are the best!"

"I love you!"

Kirke threw her hair back in a dignified manner "I just did what I could, no biggie" In reality she only did it because it was clear that the Vallière brat was leading the group and she had to proof that she was always was better than the flat chested excuse of a mage.

"Let a-go of me!" Yelled **ChamAlien **as the Omnitrix timed out and turned back into Ben.

Kirche was so surprised that she stopped putting force into the spell and Ben felled flat to his stomach "Ow!"

Ben took advantage of the shock of the mod, which consisted of the entire student body, most of the staff and some professors by that point and ran out the door only to be freezed by his own shock at seeing two moons in the sky instead of one. The smaller being Vallier pink and the bigger Omnitrix green.

...

* * *

**Back again to serve you internet freaks with your pimple covered face, greasy hair and your 2 inch di- HEY!**

**Yeah sorry, this is rated T, so nothing like that in here.**

**I have to make you know that this chapter is still shorter than what my average length in every chapter is going to be. This was about 9 pages to write, I already wrote the next one, well, I say wrote, more like I'm doing it right now and I am only in the middle with 13 pages completed.**

**I feel the need to inform you that since this story is set in the middle of Omniverse, I had to look for a new design for Chamalien and found a very good one. It is `Omniverse Chamalien by rizegreymon22´. It's on deviantart, go check it out. His designs for the aliens are going to be the ones that I use.**

**Some of you -The ones that actually read the story- must be wondering why Louis registered as a hybrid if she is human; My answer: Sasha.**

**If you have no idea what I mean then go read the light novel like right now. Yeah I'm talking to you, yes you, you know exactly who you are and if you think I'll ever forgive you then you understand very little and if you think are safe from me then you understand nothing at all.**

**Non that that's done with. Peace out, losers!**


	3. The fighting familiar

**Review corner: **

**Milo S Darek: Yeah I am fledged! I am the most fledged person in the history of fledged! … Also, what is that?**

**Davidscrazy234: It would be cool to do that but Verdona had said before that he didn't had the spark, but hey, this is fanfiction anything could happen.**

**DaDog: Yah right bro! Benny boy ain't taking nothing from nobody! I am going to use the three forgotten ones in this story and will be using and creating fan transformations. If you have one that catches your eye send me a whistle.**

**ParadoxicOrder8: Sorry to contradict you but I think he would do that, since he was mad. She would know what that word means because I will assume that Halkeginia has what is widely recognized as the world's oldest profession… not including lawyers that is, but whoever counts the devil? Yeah I did made the reference because the academy is Hogwarts with only Slytherins. #Hufflepuff4live. Ben did passed out 'cause it was magic not normal energy, that's just science… or magic I mean. And for the finally, Chamalien does in fact have an accent, you're just confused because he only had four lines in the whole series, if you don't believe me then go check out Subdora.**

**N/A: In other news, the inspirational dry spell that an author by the name of Mr. Sensei has been having finally cleared up with promising result in the nearby future. We can expect a heavy chapter approaching from the northwest and a high probability of updates for the next month. Back to you James.**

**The cover image was provided by LEXLOTHOR.**

…

**Zero's Ben**

**Chapter 3: **

…

The headmaster of the academy, Old man Osmond and the teacher of fire magic, Professor Colbert were discussing the events of the night prior about a certain shape shifting familiar.

"I didn't recognize the symbol on the familiar's body so I looked it up, and was strangely similar to this" Said Colbert as he gave the headmaster an open old book.

Osmond saw the image on the book and made sure his face showed no emotion "Miss. Longueville, I apologize but…"

"Understood" Said the secretary as she gave a bow and with a quick look at the image on the page before leaving the room.

"Are you sure this it was on the familiar's body?" Questioned the headmaster

"Yes, I am sure, I saw it with my own eyes"

Osmond sighed "I hadn't seen this in decades, but why now? Why here?"

"I do not know sir" Said Colbert shaking his head "But I know it must be connected to miss. Vallière"

Osmond stroke his beard and nodded "We need to keep a close eye on her. You are free to go now, but report to me if you find anything else"

"Yes sir" Colbert bowed and tried to take the book away but Osmond put a hand over it.

Colbert let go of the book and left. Leaving the headmaster to gaze upon the symbol on the book, that symbol that he hadn't found anywhere else for decades, the symbol of _that_ man, the symbol of the green hourglass.

...

**TIME SKIP**

...

"I did it! I did it! YAY! I summoned a magnificent familiar which is way better than the Zerbst's! That look on her face was PRICELESS! Now nobody will call me the zero! YAY!" Louise was literally jumping with joy, until a groaning sound broke her out of her thoughts.

She turned around and looked her familiar was staring at her.

Throughout her outburst of joy Ben had been sitting on his pile of hay, he hadn't move because Louise had put on a collar around his neck preventing him from leaving the room and shackles on his wrists unknowingly preventing him from using the Omnitrix.

Louise dismissed the groan and petted Ben on the head like a child would a puppy "I'm so happy that I got something unique like a shadow demon like you, I thought I got a useless commoner, but you are not, are you? No you are not. We will have a great time together"

Ben was dumbfounded at how the girl was talking to him. It was the same tone he had when used to played with ship "I ain't staying here"

Louise stiffened mid pet "What?"

Ben pushed her hand away from his head and asked "Have you ever heard of Bellwood, U.S.A, or Earth?"

Louise tilted her head "Vallwood?"

Ben sighed and began to explain things to her, from his summer ten years ago to the green and blue portal that brought him there. He kept most of the stuff to himself, just in case she turned out to be the enemy, and considering how she had been acting so far, Ben didn't thought that was too far off.

Thanks to seen two moons on the sky, Ben was convinced that he wasn't on earth anymore, but he wasn't sure if it was another planet or reality or time period or something like that.

"I don't believe you" Said Louise sitting cross legged on her bed once ben finished with his story "No world exist, other than the one that the creator Binir gave us"

Ben sweat dropped. Was that some kind of god?

"Now stop lying to your master and tell me the truth" Ordered Louise.

"I am!"

Louise glared at Ben but otherwise ignored him "Tomorrow I will discipline you so you won't lie to me anymore" She began to take of her clothes making Ben blush and look away.

"What are you doing?!"

"I am changing for bed" She answers nonchalantly as she took of the last piece of clothing and threw them to him "Wash those for the morning"

"Well… don't do that with me here!"

"Why should I care?"

"Because I'm a guy!"

Louise looked at him with confusion "You are nothing but a familiar, a mere creature, not a human"

Ben got angry, really angry, who did she thought she was to call him a creature. He had defeated numerous enemies throughout the universe, warlords, mafias, monsters, even a god at one point. Ben got ready to give her a piece of his mind but the words died on his throat when he noticed that Louise panties were still on his nose.

Putting the clothes of the brat away, Ben yell at her to let him go and sent him back but it landed on deaf ears, because she had gone to catch some Z's and appeared to be a heavy sleeper.

Ben growled in anger. There was nothing to do but wait that his friends somehow found him and rescue him from… whatever this place was. He was helpless at the moment, not even able to transform "Wait a minute, hey Omnitrix"

"_**Ready and waiting sir**_" Said the robotic female voice from beneath the shackles.

Ben smirked "Code Ben101010, I need you to transform me to any alien available"

"_**Request can not be carried**_"

Ben was thrown back "Why not?"

"_**Voice commanded transformations are currently blocked by creator, due to and quote 'Irresponsible child always getting himself in some trouble I end up having to clean up', end quote**_"

Ben rolled his eyes at Azmuth's reasons "Can you sent a distress signal?"

"_**Communications not possible do to unknown energy interference and no alternative functioning transmission antennas within range**_"

Ben growled again "Is there anything you can do?"

"_**Reports of earlier collected DNA sample are available**_"

"Fine" Sighed Ben giving up "Give me the report"

"_**Understood sir**_" The Omnitrix went quiet for a few seconds, loading the information "_**DNA sample appears to be of Homo sapiens, traces of unknown species DNA have been found inherently fussed to it. DNA sample will be considered as new species until further notice and will not be available on playlist until analysis is completed, said analysis are currently at 0.000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 000, 007% of progress, analysis will be continued as permanent sub-rutin on the software architecture**_"

Ben robbed his head in an effort to take care of the growing migraine. He stared at Louise for a few moments, she didn't look like a hybrid, but then again, neither did he and his grandma was an alien.

Ben made himself comfortable on the pile of hay that was supposed to be his bed and after a while managed to fall asleep.

...

**TIME SKIP**

...

"Wake up! You stupid familiar!" Yelled Louise. She was mad, no, pissed, no, outraged! She had given him one simple task, just _one_, yet he still disobeyed.

"What do you want?" Asked Ben 10 waking up.

"You were supposed to have my clothes ready!" Yelled Louise.

"Why don't you wash them yourself? I am not your laundry boy" Ben yawned as he stretched his arms up.

"Enough of your insolence!" She snapped, stomping towards Ben "You are my Familiar and thus must tend to my needs. It seems you're in need of training, so we'll get to that today. Now set out my clothes and dress me"

"Make me" Ben retorted "I thought you were a teenager not some spoiled child" Louise fumed in anger as Ben smirked.

"You insolent-" Louise raged with her wand appeared in her hand.

"What you expect me to do? You KIDNAPPED me from my home, I tried to be reasonable to you, but what I got in return? You tried to make me your slave! You are a idiot and a brat and it's only because I'm a nice guy that you are still standing here in one piece!" Ben snarled in anger.

Louise was torn between yelling and crying, she raised her wand at Ben and then…

**KABOOM**

The explosion shocked the tower, waking up anyone that was still sleep and more importantly, it destroyed the shackles that were hold back Ben.

"DO NOT-" Cough "-EVER DO THAT-" Cough "-AGAIN!" Yelled Ben "Why did you even do that? You are just a irresponsible little girl, that's why! You have NO intention of knowing who I am, where I come from or anything for that matter! You have NO right to keep me here! And you will send me back right NOW!"

Ben got ready for the return of the yell, the insults and the anger. But they never came instead all he saw was a whipping Louise, the strong facade from before was gone and now there was only a weak and crying girl.

That was the thing about been a hero, you could fight the greatest threats to the universe or to reality itself, but when you were faced against a crying girl, you were just as hopeless, if not more, than any other guy.

"Fine! LEAVE!" Yelled Louise pointing at the door.

Ben didn't need to be told twice, he got up and left the room, and even though he would denied it, he was really worried about Louise, he was the reason she was crying. He choose to not think about it, she had kidnapped him so that made them even… right?

As Ben left Louise hugged herself and curled up on her bed while she kept crying.

Why was she such a failure? Because she was the Zero.

Why did she always got it wrong? Because she was a disgrace.

Why did she had to always fail? Because she was a good for nothing.

Why couldn't she got a single thing right? Because she didn't deserve it.

Why did she had to get a familiar that was mean to her? That insulted her and made fun of her? Why didn't she got a familiar that was loyal to her? Why did she had to be tied for eternity to a reminder that she was a failure in every aspect of her life? Why couldn't a good night sleep help bring down the hatred that her familiar had for her? Why didn't all the advice and research she did on having a great familiar work?

Because she was the Zero.

...

**TIME SKIP**

...

"What wouldn't I give for some chilly fries right about now?" Murmured Ben as he walked through the academy looking for his Ten-speed.

Ben was hungry, he hadn't eaten anything anything since lunch the day before, well, except for the many smoothies at Plumbers HQ, but as much as he prayed on it, smoothies weren't food.

"It's him"

"The Zero's demon"

"I thought there were lying"

"Why does he look human?"

"I heard the he is the Mirtir demon"

"Don't be daft, that's just a story"

Ben kept walking the hallways of the big castle, doing his best to ignore the murmuring, staring and a few pointing fingers that the students threw at him.

"Forget the bike. I want to know where's the damn kitchen" Ben said to himself. He was so hungry that he didn't noticed the girl in front of him until it was too late.

"Ouch!"

Ben crashed with a girl that had a big pair of… blue eyes, yeah blue eyes, a black bob haircut and a maid uniform.

She must had been doing laundry because a straw basket was laying on the ground alongside a bunch of now muddy clothes.

Ben put all the clothes in the basket and quickly apologized "It was my fault, I'm so sorry"

Siesta dusted off her skirt. It was clear to her that this boy didn't meant to run into her and to be fair she wasn't paying that much attention either.

She took the basket form his hands and paled when he saw who it was. This was no other than the Mirtir demon form last night.

"Are you okay?" Asked Ben with concern "You are a little pale and shaking"

Siesta nodded in a fearful manner "Please forgive me sir"

Ben didn't get why she was so scared of him. It was like he was in **Toepick** form or something "Are you sure you are alright?"

Siesta nodded again "Yes Lord Mirtir-Sama"

Ben did heard someone call him Mirtir a little ago "Why are you calling me that?"

Siesta hesitated for a moment, but she gave in "Isn't that who you are sir?"

"Ummm... My name is Ben Tennyson"

"You aren't a demon?" Siesta asked cautiously.

Ben stared at her for a moment, then understood the confusion and laughed out loud "Lead me somewhere I can help you wash this clothes and I'll explain things on the way there"

...

**TIME SKIP**

...

"I assure you Vilgax, this plan is foolproof"

Vilgax the conqueror, vane of Ben 10 and the greatest warlords in the universe stopped walking through the hallways of his ship.

The murderer in black and purple had dared enter his ship unannounced and demanded an audience with him. If it wasn't for the fact that he was offering a way to destroy Tennyson forever then Vilgax would had killed him already.

Vilgax sneered at him "That is what you say, yet you fail to show me the plan itself"

The murderer looked eyes with Vilgax "You just invaded Earth and I'll take care of Benjamin"

Vilgax glared back, challenging the young man to a battle of wills and he was for the first time in a very long time creeped out by the sheer psychopathy and madness in his purple eyes "Be sure to take care of Tennyson or you will face my wrath"

The murderer gave him a chuckle that showed how insane he truly was "Don't worry, when given the choice he will join us or perish like the others before him"

...

**TIME SKIP**

...

"Please stop making fun of me, Ben-San"

Ben put down the basket next to the small fountain and shook his head "I'm not joking, this watch really turns me into aliens"

It was obvious by the look on Siesta's face that she didn't believe him.

Ben put a hand over the watch and scrolled down the playlist "I'll prove it to you"

Siesta covered her eyes at the bright flash of green light and her jaw dropped at what she saw.

Standing where Ben was a moment ago there was a creature that was about the height of a child, it had white skin, a black and white head with the Omnitrix's symbol on the middle, white face, along with a black and green jumpsuit. His hands were large with 4 digits and his feet were merely stubs. He had three green fin-like growths on his head. He also had gem-like orbs on his arms and three button-like gems on his waist.

"**DITTO**!" Yelled the creature in a squeaky voice.

The self named **Ditto** split himself into seven exact copies of himself and they all gave Siesta overdone vows.

"Now-" Began **Ditto** 1.

"Do-" Continued **Ditto** 2.

"You-" Continued **Ditto** 3.

"Believe-" Continued **Ditto** 4.

"Us-" Continued **Ditto** 5.

"My-" Continued **Ditto** 6.

"Lady?" Finished **Ditto** 7.

Siesta only nodded with her jaw still hanging, not trusting her voice at the moment.

**Ditto **1 got on top of the fountain's wall and gave a cap whistle "Attention!"

The others **Dittos** turned to him and stood up straight in a military position.

**Ditto** 1 got his arms behind his back and his chin up "Now boys, we made a mess and now we have to clean it! Number 2 and 3!"

**Ditto** 2 and 3 gave salutes.

"You two will go to the shed and get everything we will need for this task" Ordered **Ditto** 1.

"Yes sir!" They answered.

**Ditto** 1 glared at the other of the **Dittos** "The rest of us will lay the clothes on the ground and take as much grass, mud and filth as we can off them, when 2 and 3 come back we will all wash the clothes together!"

"Yes sir!" Answered the rest of the **Dittos**.

**Ditto** 1 nodded "Of to work we go!"

All the seven little aliens started to do the task assign to them, all the while they whistled a catchy tune.

Siesta watch as he, or better said they, began to wash the clothes in perfect zinc. Perfect that is until one of the copies accidentally let a bar of soap slip out of his fingers and hit another in copy on the face, making all of them flinch and a fight broke out between the two with the other five **Dittos** in a circle around them cheering them and making bets.

At the end, the one that got hit won the fight and stood victorious with a feet resting on the stomach of the fallen **Ditto**.

They went back to washing the clothes soon afterward and finish in a tenth of the time that would had taken one person alone. The **Dittos** glowed bright green and they all disappeared, with the one that was carrying the basket transforming back into Ben.

All through the while Siesta starred in utter disbelief.

Ben laughed "Told you"

"Are you sure you are a demon?" She asked.

Ben kept laughing and nodded "Pretty sure"

"Then, are you a mage?"

Ben shook his head "I don't have a spark of magic in me, my grandma checked"

Siesta smiled at him "Then let me do something for you as thanks"

Ben's stomach gave a deep growl "Got any food?" He asked sheepishly.

She reached into her pocket and pulled out an big, red, shiny apple "I was saving it for later but please have it as a thanks"

Ben took it and bit it with glee "Best apple I ever tasted"

Siesta got a little blush on her cheeks "I'm glad"

...

**TIME SKIP**

...

Guiche was in a _very _deep hole.

His pride had been wounded like never before form screaming in fright at the demon where the whole school had heard him and not to mention the many questions that were been asked about why he had been with Keity at that place at that time.

He would had settled the match with the Mirtir demon itself, but the memory of the stories that his brothers used to tell him were still running rapidly through his mind.

He preferred his eyes uneaten and his arms on the outside of his body, thank you very much.

"Are you even listen to me?" Asked the lovely Montmorenci form the other side of the garden table.

"Of course my love, how could someone not listen to your beautiful voice?" Thankfully Guiche had long ago mastered the ability to know what a girl was talking about without needing to pay attention "You were telling me about you familiar who is almost as adorable as you, please do go on, it's very interesting"

That seemed to be enough for her as she began to talk again without a care in the world.

"Let me help with the plates Siesta"

Guiche froze at voice.

Rather reluctantly he turn his head to see the source and almost passed out. The Mirtir demon was right there alongside a maid and helping her serve cakes and tea.

Ben served another cup on the cart and passed it to Siesta. He had offered to help her because she was the only person that had been nice to her so far and wanted to be nice back. His Ten-speed could wait until lunch was over after all.

Not that her been pretty, bordering on stunning, didn't have anything to do with it.

"Only one table left" Siesta told Ben.

Ben saw where Siesta was referring to and grinned "You rest a moment, I'll take care of the last table"

Ben took the last to cakes and walked to the table with the two blondes, the orange frog and the giant mole. The smirk never leaving his face.

Guiche was starting to sweat bullets. When he had asked for a cake, he never expected for it to be delivered by a nightmarish demon in human disguise.

"Here are your cakes" Ben said politely, putting the plates in front of them.

Guiche made a choking dying sound while he shriveled in his seat.

"Is there something wrong Lord Guiche?" Ben asked innocently.

Guiche put every part of his weakened will into his voice and managed to choke out "N-n-n-n-n-n-nothing is w-w-w-w-wrong Lo-o-ord M-M-M-M-Mirtir"

Ben blinked in very well acted confusion at him "I'm sorry but there seems to be a misunderstanding, my name is Ben Tennyson, not Mirtir"

"B-b-b-But you are the Mirtir demon, are you not, sir?"

Ben shook his head "No matter what may think, I'm not a demon, I don't know who came up with that. Are there really such thing as demons any way?"

Guiche's eyes widen. HE WAS NOT A DEMON?!

Ben turned to the curly blonde seating across the garden table "I'm sorry for been rude, as I said my name is Ben Tennyson, who would you be?"

She stared at Ben for a moment "I'm Montmorency de Fragrance, girlfriend of Guiche"

Ben turned back to Guiche with a raised eyebrow in acted confusion "If she is your girlfriend, then who was the girl from last night you were flirting with?"

Guiche's hole suddenly got a whole lot dipper "Don't listen to this obvious lier, my love, I on the other hand wouldn't lie to your eyes, there is-"

"-Nothing hidden behind my feeling for you" Interrupted Ben "That's how the line goes right?"

"Guiche" Montmorency was glaring at her boyfriend with fire of pure rage and anger in her eyes "Care to explain?"

"I done nothing wrong" Guiche defended himself, but his scared and shaking voice didn't do him any favors.

"Then I guess that is normal around here to have a girlfriend and sneak out to see a girl in the middle of the night" Ben said casually "Good to know"

Montmorency punched her fist into the table "You said that you crossed in the hallway and tried to save her from the demon!"

"I di-"

"STOP LYING!" Yelled Montmorency, then…

**SLAP**

"DON'T COME NEAR ME YOU CHEATER!" Were Montmorency words before leaving a red checked Guiche on the floor.

The many students that were on the garden had gathered a while ago around the trio, at the moment they were all laughing at Guiche.

The only one of the group that was laughing was a brunette first year girl carrying a basket with a soufflé. She walked up to Guiche and dumped the basket on his lap.

"Keity, I can expla-"

**SLAP**

Making his other check red, Keity left in the same direction that Montmorency had gone.

Ben didn't even tried to hold back his laughter, the guy's face looked as if someone had drawn two stop signs on it.

"YOU!" Roared Guiche "You lowly fake demon have made two lovely ladies cry!"

Ben kept laughing at him "Dude, they weren't crying, they were pissed as hell!"

The crowd laughed harder at Guiche's expense.

"This can not be left like this!" Yelled Guiche "I shall teach you the proper way to act to nobility, you filthy creature!"

"I meet royal before" Ben said "Always a pain in the ass"

Guiche clenched his teeth "I hereby challenge you to a duel! You are nothing but a peasant, no, you are worst, you are a mere creature masquerading as a human"

Ben rolled his eyes "I already told you I'm not a demon"

Guiche merely sneered "Go prepare yourself creature! I shall await you at Festory square!"

...

**TIME SKIP**

...

The city of Bellwood was under attack.

Building were on fire, people were running panicked for their life, giants robots were creating destruction everywhere and war spaceships infesting the sky were shooting at any reinforcement that came near.

The only person that could do anything was a 16 year old boy with a green jacket and a handless gauntlet with the power to turn him into an arsenal of different aliens and Ultimate versions of some of them.

The murderer in black and purple was standing in the balcony of an apartment building admiring the view. He dialed the green cell phone he had pickpocketed form Ben 10 and turned his voice into a perfect imitation of a scared Ben Tennyson.

"Gwen! Thank god you're okay! Listen, I have a way to stop all of this, but I need your help. Find Kevin, Grampa, Julie and my parents, take them to my house, I'll meet you there. Please stay safe"

The murderer ended the call and turned his voice back to normal and grinned "I can't believe she bought that"

"You did sound convincing" Vilgax commented next to him.

The murderer wave him off "Apply vibration to the vocal cords and you can turn your voice into sounding like anything, that's all"

Vilgax raised an eyebrow at him, or what would had been an eyebrow for his species.

"Just be sure to fight Benjamin here and I will go take care of those he love the most"

...

**TIME SKIP**

...

The Headmaster of the Academy and the fire Professor were watching the events on the garden through the Mirror of Regina located in the Headmaster's office.

"We must put a stop to this" Said Professor Coldert, not wanting his student getting hurt.

"We are not doing anything" Ordered the Headmaster Osmond.

Colbert starred in surprise at him "But sir, you know duels are forbidden"

"Only between students" Corrected Osmond "Besides, I'm highly interested in what this familiar can do. So far it has shown to be able to transform into a human, a shadow demon and that little man that copied himself. Would it be possible that he has more forms?"

Colbert looked impressed at his boss "I'm impressed Headmaster, I haven't seen you this determined on anything since you wanted to discover Miss. Longueville breast size"

Osmond gave a perverted smile and struck his long white beard "Ahhh yes, generous D cup, perky yet bouncy if I remember correctly, not bad at all"

...

**TIME SKIP**

...

The Tennyson family and plus two were waiting on the living room of Ben's house, as the town kept been destroyed by the alien invasion.

"Where is he?" Julie asked worried for her boyfriend.

Sandra Tennyson put a comforting hand of the girl she thought as her daughter "I'm sure his on his way right now"

"I would not hold my breath on it"

Everyone gasped when they saw the murderer in black and purple, who was calmly sitting on an armchair. He was holding some silver sphere with a red button on the top, he pressed it and everyone but him suddenly found themself unable to move.

"Like it?" He asked "It is Galvan made, it paralyzes its victims but let's them stay conscious enough to know what is happening, I prefer it that way"

The murderer got up from his sit and walked up to Max, he put a finger on his forehead and then Max turned to a pile of dust with a burned Hawaiian on top of it.

"I need you to be identified" Explained the murderer. He then proceeded to turn everyone to a pile of dust and smoking clothes, until there was only Julie left.

He didn't immediately killed her, instead he gazed at her eyes and gently stroke his hand on her cheek "Such a precious little thing, too bad I need to get rid of you, we could had know each other a little better" Hand still on her face, he passed purple lighting through her and she ended up just like the rest of Ben's loved ones.

...

**TIME SKIP**

...

Festory square was not that hard to find.

One simply had to follow the on growing crowd of students that was getting together to watch the fight between Guiche and Ben.

Ben stud on the entrance of the square with a confident smile on his face. There was no way that he was letting the guy win, since he was two timing and was a huge time snob. He did had a little respect for the guy for been a ladies man, but it easily turned into embarrassment for been the same gender as someone like him.

"Are you sure about this Ben-san?" Asked Siesta with worry.

"Don't worry I'm a hero, I always win" He took off his hoodie and handed it to her "Could you keep this save for a moment? I don't want to get it dirty"

Siesta took it gladly and wished him good luck before he left to face Guiche.

"Well, well, well, it seems you did decided to show up after all" Guiche said smugly "Ready to apologize and kneel at my feet?"

"Oh please, I have faced creatures that could use you as a toothpick" Laughed Ben "I'm not scared of you"

Guiche sneered at his insolence "No matter what you say, the duel has already began!" He then waved the rose that he used as a wand and let a single petal fall to the ground.

On the spot where the petal fell, a disc of light appeared and the hollow armor of a woman fully armed with a spear roused from the ground.

"My name is Guiche de Gramont" Announced Guiche "Also known as the bronze boy, so a bronze golem, a Valkyrie to be precise, will be your opponent"

Ben gave a light chuckle as he scrolled down his Omnitrix playlist "Oh man, **Humungousaur** is going to crush this thing like a soda can" He finally found the image he was looking for and raised his hand to press the core "It's hero time!"

The whole crowd of spectators covered their eyes at the flash of light that engulfed Ben and then dropped their jaws at what stud in his place.

The humanoid creature had a black exterior with green stripes that resemble circuitry all over him. The Omnitrix symbol on his face and the circuit patterns on his left hand were identical to his familiar runes.

"**Upgrade**?" He asked, then sighed in a robotic voice that resembled Ben's and hanged his head "I don't even know why I bother to call them out anymore"

Guiche stared in shock at the creature and stud frozen in place. Where was the fake demon from last night?

**Upgrade **shifted his form so that the Omnitrix was moved to his chest and his head had a circle that served as an eyepiece. He began to charge his biomechanical energy and concentrated it on his eye.

He shot the green laser straight through the Valkyrie chest, exploring the golem with a great **KAMOON**.

...

**TIME SKIP**

...

Louise kept crying in her room, even though she had long ran out of tears to shear.

She was worthless.

No one wanted her.

There was no point to her.

It would better if she just di-

**KABOOM**

The explosion hit her with the greatest confusion possible. She was the only one that made things explode around here.

She took her blood red eyes of her pillow and looked out her window. She saw a big crowd of people standing around two beings. The first one was obviously Guiche de Gramont and the second one looked like a human but was too big and it was black and green, with a symbol on its chest.

Louise gasped "My familiar!"

No matter what he had done to her, the creature still belonged to Louise and those represented her actions. She couldn't let her image as a noble she had left be destroyed, it was the only thing she had left. She needed to go stop whatever he was doing.

...

**TIME SKIP**

...

"How you like that?!" **Upgrade **asked smugly at the explosion.

Guiche snapped out of his shock and growled in outrage at the familiar. The waved his rose again and this time six petals fell of, each creating a Valkyrie "Get him!"

The main Valkyrie shot towards **Upgrade **and punched him on the stomach. Unfortunately for it, the Galvanic mechamorph didn't seemed to feel the punch and threw an upper cut at the armor's head.

"What the?" Asked **Upgrade**, his hand got stuck to the armor as if he was fussing with it, no, that's impossible, this thing was magic not science, he couldn't merge with it.

But what if he could.

**Upgrade **took the armor into a bear hug and melted into all its cracks and sockets. In no time the empty Valkyrie armor had been transformed into a black and green android in the style of a Varangian guard with the Omnitrix symbol back on its face, and a long handle axe and round shield as its weapons. The circuit that were his runes started glowing and the glow extended through all the circuitry of his body.

"This is so cool" Said the possessed android.

"What are you all standing there for?!" Guiche asked his golems "All of you, attack!"

The golems got their spears ready and charged at **Upgrade** with high speed. He moved out of the way with great agility and swung his axe to one of the Valkyries cutting it in half from head to toe "That's one"

Another tried to pierce him through the back, but **Upgrade **deflected its spear with his shield and stabbed it on the floor, when the golem tried to get it's spear out of the ground **Upgrade **used the opportunity and pushed it to the floor with his shield keeping it down, he raised his axe to a give the final blow but a loud **CLUNK** stopped him. **Upgrade** rotated his head 180 and saw that the blade of his axe had stabbed the head of a Valkyrie that wanted to stab him on the back "Ummm… That's two?"

**Upgrade **took the axe off the head of the defeated Valkyrie and cut off the head of the one on the floor "That's three"

The two remaining Valkyries hesitated for a moment, then came to some sort agreement and charged to **Upgrade **together. They didn't managed to take two steps before they were cut in half "That's four and five"

**Upgrade** defused with the remaining Valkyrie, ending the glow in his circuits and while it was disoriented he destroyed it with its own spear "And that's six"

He dusted off his hands and walked up to Guiche who was shaking with fear "Now, what to do with you?"

"I YIELD!"

**Upgrade** kept walking to Guiche with an emotionless expression on his face.

"I said I yield!" Cried Guiche.

"You think you are so good" Said **Upgrade** "With your title, your magic, your position and your blood" He shook his head as if feeling pity for him "You're an idiot for believing any of that, true nobility is in one's actions towards others not once's family. How you treat the ones beneath you is what defines how much of a noble you truly are"

Guiche stared frozen at his, not really knowing what to do.

**Upgrade** pressed the symbol on his face and reverted back into Ben. He looked around at the crowd "That goes for all of you, how many of you have thought themselves better just because you can wave a stick and make something happen or because you carry a family name?"

The students started to murmur amongst themselves about the strange familiar.

...

**TIME SKIP**

...

"That was ummm..." Professor Colbert couldn't find the right words.

"Quite" Agreed the Headmaster.

Colbert tapped the mirror twice, freezing the image of Ben. He made the mirror zoom in to the left hand of Ben to get a better look at the inscriptions in it.

"Those are some strange runes" Commented Osmond.

Colbert nodded while he copied them down on a piece of parchment "I saw them when Miss. Valière performed the ritual, but I was to busy examining the contraption brought with him, some sort of vehicle for what I can guess, but his runes, I know I seen them before"

"Look into it then report to me" Order the Headmaster.

"Yes sir"

...

**TIME SKIP**

...

"That was amazing Ben-San!" Siesta clapped excitedly "You showed that noble his place!"

Ben put his hoodie back on and shook his head "Don't call him that, the only one that has done something noble since I got here is you"

Siesta gave a blushing smile but didn't said anything.

"Familiar, come here"

Ben sighed at the voice "Can I see you later, Siesta?"

She nodded and gave a look at the figure behind him "I have to go back to the kitchen now, goodbye Ben-San"

Once Siesta was out of sight Ben turned around to see a stoic face Louise glaring at him.

"What do you want?" Ben asked harshly.

Louise had cleaned off her tears, something she was good at and had resumed a non caring composure "Follow me to my room, we need to talk, now" She calmly turned around and began walking to the bedrooms towers.

Ben shrugged and followed her. If she tried to chain him up again he would be ready this time and would fight her off if necessary.

Louise herself had not thought about doing that for a single moment. She knew that she had no hope on controlling her familiar by magic nor strength, so she unlike every other mage in history, had no way of been save from a potentially dangerous creature and she knew that if Ben wanted to, he could snap her body in half without breaking a sweat.

"Enter" Louise said once they had reached her room.

Ben opened the door for them and sat on one of the chairs of the table and Louise copied him closing the door.

She sat down in a ladylike manner for which she had obviously been trying for her whole life and looked at him on the eyes not showing any emotion.

"Sooooo…" Ben said eloquently.

"Why?" Louise asked.

Ben blinked at her "Why what?"

"Why did you fought him?"

Ben scratched the back of his neck and thought about it for a moment "I was actually just wanted to make him sweat a little, but he demanded the duel and I never back down from a fight"

Louise nodded and asked "Why do you hate been here?"

Ben frowned at her "Isn't it obvious?"

Louise shook her head "Many would find it a great honor to work directly for nobility"

"Because I have a home" Said Ben "I have a hard working and awesome dad, a warm and caring mom, a cool and wise grampa, a nerdy and fun cousin, a friendly and incredible partner, a loving and affectionate gir-" Ben stopped, remembering that Ester had broken up with him "I have many friends, family, responsibilities and things to do back home. I can't just leave like that, I have to go back"

Louise stared at him again, except that this time, her face wasn't stoic, but in confusion "You really are human, aren't you?"

"Yep"

"And you want to leave" Said Louise, who got a nod "I'm sorry but you can't"

Ben frowned again "You serious? Haven't you been listening?"

"I didn't mean that I won't let you" Explained Louise "I mean that you actually can't, the contract binds us"

Ben really wished he had a smoothie or some fried food to calm him down "Care to explain this contract that everyone keeps talking on about"

Louise nodded "It is a magical ritual which reads the heart of the mage that cast it and searches in existence for a creature that matches it, it brings those two beings together and forms a bond so the creature summoned can protect, serve and take care of the mage. This bond will last as long as the hearts of the two being keep beating"

"This thing is for life" Was the horrible realization of one Benjamin Tennyson.

"Yes"

Ben groaned "Fine"

Louise went eye wide "Fine?"

"Yeah, I'll do it" Said Ben and seeing the hope on Louise eyes he added "With some conditions" Louise nodded furiously at him "#1: This only temporarily, once my friends find me and I get a way of breaking this crazy contract thing then I'm out. #2: I get paid, I have absolutely no idea how much the money here is worth but I want something decent. #3: You don't treat me like an animal. #4: I get a _real_ bed. #5: I get three meals a day, _every_ day. #6: I want my Tenn-Speed back, you know, that big metal thing I brought with me #7 and most important: I am not your servant, I'll be your protector, you don't get to boss me around, but I'll help you if you need it"

"Yes!" Yelled Louise with a huge smile on her face. That meant he would never leave, since breaking the contract was impossible "Deal!"

"Alright" Ben got a business look on "How about we get started on that bed?"

...

**TIME SKIP**

...

Ben Tennyson stared out at his wrecked hometown of Bellwood. He couldn't bring himself to even think. It was too painful. If he tried to think, the memories would come back. Memories of those he loved… and those he lost.

The murderer in black and purple grinned from his hiding spot. This was perfect, now he just had to go to Benjamin like a angel from heaven offering him the perfect miracle.

Mom, Dad, Grandpa Max, Gwen, Kevin, Julie. When Ben tried to picture their faces, all he could see were their burned, lifeless ash. Why did they had to die? Why did they had to leave him? And why couldn't he saved them?

The murderer took off him metal helmet and fixed his pale brown hair up a little to make him look less threatening and with some sent of humanity left. He put his helmet under his arms and began to calmly walk to the broken hero.

Ben glanced down. He had been sitting on the roof of a building, he couldn't even remember where, five stories up? If he was in one of his alien forms, he would be able to survive a five-story fall without a problem, but now he was a human, humans were much more fragile. Ben slowly tipped himself forward.

The murderer stopped a few feet from Ben. Was he doing what he thought he was doing?

Ben's body lost its connection to the building and began its swift descent to the street.

The murderer ran to the edge of the building and stared a the falling Tennyson before shrugging "May as well enjoy the splash"

As the ground neared, Ben Tennyson saw a flash of blue light, and then saw nothing.

The murderer's eye twitched knowing exactly what had just happened, he took his helmet and throw it furiously to the floor, smashing the purple visor "TIME WALKEEEEEEER!"

...

* * *

**Nice to be back on the game.**

**I know that you must be thinking: You said that you already had 13 pages done when you posted the last chapter, why did you took so long to post this one? The answer is simple. I am a dark Lord, BWAHAHAHAHA!**

**For the next chapter, don't wait a week because I will definitely take longer than that.**

**For a visual image of the android that Ben created just search for: `Varangian Guard design by Magetathelion´. It'll be the one on the left.**

**I decided that I can do better with the battle of the Bens episode so I'm getting even more Bens `Ben 10: Unlimited By: The Incredible Muffin´. If you haven't read it yet, GO. RIGHT. NOW. It's awesome and you will eventually need the background information that the fanfic gives you, 'cause I ain't wasting space of mine to just copy paste the work of someone else.**

**Finally for those fans of Once Upon A Time, `Mirror of Regina´. Nice right?**


	4. The lonely familiar Part 1

**Review corner by Mr. Sensei:**

**Super heavy weapons guy: Oh shucks, you're making me blush.**

**tomahawkESP: I… I don't get the question.**

**Guest: A harem, eh? We have been talking and there are some combinations that would go well together. I always thought that if there was one cartoon character deserving a harem, it would be Ben 10, and I know that my co-writer thinks that same.**

**cg037: Sir, thank you sir! I live to serve sir! Requesting permission to continue my work sir!**

**tylerbraden13: Some people are just not patient at all. It takes a while to get it right, so just sit tight and wait.**

**MAJORMATT1234: It's comments like yours that make me think that writing can be worthwhile. Thanks, man. It's nice to be appreciated.**

**Authors' Notes:**

**Mr. Sensei: *Spotlight focuses on Mr. Sensei on middle of the stage* Hello and welcome back to our show of shows! I have the great pleasure, NAY! The great honor, to introduce to you… To the only… The magnificent… OMNISAURUS! *Audience applause and fangirls squeak***

**Omnisaurus: *Second spotlight focus on Omnisaurus* Thank you, thank you, you're too kind. Now, some of you may know me for writing other Ben 10 crossovers and being a major procrastinator in updating them. Well, I am glad to announce that from here on out, I will be acting as Mr. Sensei's co-author. And no, I will not procrastinate on this either.**

**The cover image was provided by LEXLOTHOR.**

…

…

…

**_ATTENTION!_**

_Thanks to the suggestion of a guest reader, Mr. Sensei and Omnisaurus, who has agreed to become a co-author, will be taking votes for the last member of a harem in this story. Here are the details:_

_1\. Your vote has to be in the form of a review, PMs are allowed but not preferred._

_2\. We already have a list of definite girls, but won't tell you so that you have to guess harder and be truthful._

_3\. Girls from both fandoms and allowed, even redeemable villains (like Matilda or Charmcaster) or girls who are already in a relationship (like Montmorency or Luctiana)._

_4\. You can vote for characters that aren't in the Familiar of Zero characters that aren't in anime (like Josette and Isabella)._

_5\. No dead characters or characters that should be dead (like Sasha)._

_6\. If you give us a sensible reason as to why your pairing would work, then your vote counts double._

_7\. The girls have to be at least in their teen years, so nobody comes suggesting ML-E or some loli thing like that. *FBI open up! meme plays* *La Rosa de Guadalupe theme plays too*_

_8\. Neither of us are the big incest fans, but if we read some legitimate reason, one blood relative will be permitted._

_9\. We are not sure how long we'll be taking votes, so be sure to do it quickly._

_Details of this survey will be updated with each chapter._

...

...

**Zero's Ben**

**Chapter 4: Part 1**

...

...

The sun shone in through the window of Louise's room. On his mattress, Ben was just starting to stir in his sleep, shifting subtly from side to side as the shapeshifter started to enter back into the world of the conscious. This would continue on for several more minutes before a loud, obnoxious beeping sound started to fill the air. It was because of that Ben woke up completely. Sitting up in his bed, Ben stretched his arms into the air and released a long, tired yawn.

It was partially a groan of annoyance as well, since the mattress he was using wasn't exactly one of the most comfortable ones he had ever slept on. Although he had slept in and on worse, like that time he had to sleep on the ground on the desert world of Turrawuste.

Unfortunately for him, the little pink-haired brat had told him that she couldn't give him anything better since she had asked for it in such short notice. But hey, at least it was better than the pile of hay. Haha, get it? Hey, hay… I'll see myself out the door now.

Opening his eyes and adjusting to the faint sunshine coming in through the window, Ben saw what had woken him up: a beeping alarm coming from the Omnitrix's dial. Glaring with groggy eyes at the species-changing device, Ben lazily smacked the face plate, causing the beeping to cease.

Yes, the alien watch also had an alarm clock function. Ben swore that Azmuth had added at least a thousand and one other functions besides changing species just to confuse him.

After stretching for a few seconds, Ben started to get up from his (frankly rather shitty) mattress. He spared the still-sleeping Louise a scrutinizing glance to check that she was still there before he decided to leave the room for a morning walk.

Silently walking to the door, opening and closing it, Ben quickly made his escape into the hallways of the academy. If Ben was being completely honest, he really hated the mornings in Tristain: there were no hot showers to wash himself off, no television to watch and the concept of smoothies wasn't even a thing. To add even more to that, Ben was seen as a servant within the academy, meaning his usually breakfast consisted of some water of questionable quality, an apple and a loaf of stale bread. There existed one silver lining though: Siesta.

Despite the short time that they had known each other for, the two had come to enjoy one another's company, with them being mutual confidants for each other where they would rant about the nobles and almost always eat their meals together that Siesta brought for Ben. They weren't particularly close, not yet, but they still liked being around each other.

Speaking of Siesta, Ben remembered her once mentioning that she worked in the kitchen at this time of day and where said kitchen was, although he wasn't sure if he could recall the directions quite right. With that in mind, Ben started walking towards what he hoped was the kitchen.

...

**TIME SKIP**

...

Meanwhile at the kitchen, Siesta was happily preparing two plates of beef and vegetable stew for Ben and her to share for breakfast. While doing this, she quietly hummed a tune to herself, which is something that she normally does when she's in a good mood.

Once she finished, she placed the bowls on a platter and started to make her way towards the door. However, before she could leave, she was blocked by several kitchen staff members that bore stoic looks on their faces. Siesta felt somebody grip her shoulder, prompting her to turn her head and see one of the robust hands of Head Chef Marteau on it, who also happened to be standing by her side.

"We need to have a word child," he told her with a worried look and matching tone of voice.

Siesta blinked at that, confused about what this was about. "About what?"

"That boy… creature… thing!" answered a nearby dishwasher in a rather loud tone of voice, not even bothering to look up from the plate he was currently cleaning.

Siesta blinked again. "You mean Ben-san?"

Marteau, the dishwasher and the rest of the kitchen staff all nodded their heads, almost in perfect unison, as their gazes conveying a mixture of fear and concern for their fellow commoner; after all, this newcomer was rumored to be the legendary demonic shadow Mirtir, the being that hunts down the weak before devouring their eyes and nails.

"Why?" Siesta asked them, confused about their concern "He's very nice. You should try meeting him some time."

At her suggestion, the entire staff turned a very unhealthy-looking shade of white and began shaking all of a sudden: meeting the Bodiless One was among one of the last things that they wanted to do, lest they risk a gruesome or horrible death.

One of the older maids shook her head furiously from side to side. "No, no, no, absolutely not!"

Siesta frowned at that remark. Even if she hadn't given him the warmest welcome, she didn't like people being rude to Ben; he was actually pretty nice once one started to spend time with him and got to know him.

Marteau gave the older maid a stern look, which caused her to cease talking and effectively stopped her from shaking her head anymore. Once she stopped, the chef's attention was once again focused on Siesta.

"Sit," Marteau told Siesta, gesturing towards a nearby wooden table. "We need to talk about this... boy you've been seeing."

Complying despite not knowing why everyone was so scared of Ben, Siesta put down the platter on the table and took a seat. Once she did so, Marteau walked to a seat on the other side of the table and sat down as well, facing her.

"Now don't get us wrong," Marteau stated, raising his hands up slightly to show he meant no offense. "We _are_ thankful that that noble was put in his place and that the students have been respecting us after seeing one of their own be defeated and humiliated by Lord Mitir."

"Lord Mirtir has become Our Shield against the nobles," one of the waiters added. Siesta perked up upon hearing that; Ben's title had been something one of the workers had said absentmindedly and it had stuck, some of the people in the nearby village had even began to use it.

There was a murmur of agreement among the kitchen workers. The aftermath of Ben and Guiche's battle at least, they respected Ben for, even if they still didn't call him by his real name. Siesta had tried telling them that Ben wasn't actually Lord Mitir but they hadn't listened. They thought that if they were disrespectful then he would attack them.

It had been a funny sight when Siesta told Ben the tale of Mirtir after a laundry woman accidentally bumped into Ben in the hallway and started immediately begging for forgiveness. That had resulted in Ben clutching his forehead and groaning before muttering that he really wished that he had "gone Big Chill or Ghostfreak" instead.

Siesta was snapped out of her memory by the older maid from before talking. "Lord Styx also isn't making me clean his room every other hour anymore. He seems to believe that Mitir will come for him in the middle of the night if he causes too much trouble for us."

"And the students aren't waving around their wands in the halls nearly as much anymore," a busboy chimed in. "Good thing too: less of a mess for me and the boys to clean up afterwards."

"A second year actually thanked _me_ for the meal I made," Marteau decided to add in. "_Me_! Do you have any idea how many students over the years have personally thanked me? I can count them all owing the finger on my hands and one foot!"

"If you're getting thanked for the jobs you do and respect, then why are you scared of Ben-san?" Siesta questioned as she looked across the table and at the crowd. "He would be happy to know you're being treated better, I know he would."

Apparently Siesta's voice was magic because, as soon as she finished talking, because everyone became unhealthily interested with the ground, their shoes or the painting on the wall. Some of them shuffled in their spots uncomfortably while others fidgeted with their fingers.

"It's not that we don't...," Marteau began before pausing as if he didn't know what to say. " Look, he did a real good thing by helping us out, Siesta, but he's not completely trustworthy."

"The other day I saw him transform into an imp!" a maid near the back of the crowd exclaimed hysterically. "It was just like my mother described when I was a girl: small, dark in color, shining with slime and with two bulging, green eyes!"

Siesta blinked at that description. _'Sounds like she saw Ben-san turn into Grey Matter'_ she thought to herself. '_Probably trying to figure out something too hard for a human to.'_

"I ran away as soon as I saw it happen," the maid continued, oblivious to Siesta's thoughts. "I didn't want to stick around to see whatever he was going to do, but Brinir knows it couldn't have been anything good!"

"I saw him at night," said a waiter that was to the right side of a nearby stove "It was two nights ago and I had just finished feeding the carnivorous familiars in the stables when he turned into this big, orange, doglike beast with no eyes! It did had slits on the sides of it's necks though and seemed to be able to see anyways! I thought I was done for when he looked in my direction but he ended up walking away sniffing the air," the waiter shivered "probably looking for a better meal!"

_'Wildmutt'_ Siesta thought, recalling Ben telling her about how he used a beastly form with orange fur and no eyes to find his way through a maze in an airship, during one of their conversations from a few days ago.

One of the gardeners whom Siesta was friendly with spoke next. "Just a few days ago I was strolling through the forest to find some berries for my wife's pie when I noticed him in a clearing in the distance, mumbling to himself. Then, he transformed into this large, brutish beast that looked like some sort of four-armed, red-skinned barbarian and started destroying nearby trees for no reason while screaming bloody murder!"

_'Four Arms no doubt'_ Sista thought to herself. She had actually asked Ben about that form when she heard the sound of trees breaking and craters being made in the distance from her laundry station. He had actually been letting lose some anger caused by Lousie when she had told him to be part of one of her classes. At first Siesta didn't see what the problem was until Ben told her the class was practicing a banishing spell with sticks and had wanted him to play fetch. It was probably a good thing that Louise didn't know about Wildmutt or she would have been even more insistent that he play fetch with her.

"You're not being fair to Ben-san," Siesta told her fellow commoners as she started to get up, grabbing the platters to take with her. "You don't even know him and you've already decided that you hate him. He isn't a monster; he's a human just like us with no magic in him."

"Siesta, we're just trying to protect you," A blonde maid said, taking a step towards Siesta "I know how easy it is to put your trust inside of a handsome, young man, but he may want to take advantage of that trust."

"What do you mean by that?"

"Ehhh… well, you see... when two people like each other very much they tent together to-"

"That's quite enough," Marteau interrupted, not wanting this conversation to get any more weird or confusing than it already was. "The bottom line Siesta, is that you should probably stop seeing this boy until we at least know more about him."

Upon hearing Marteau telling her to stay away from her newest friend without any good reasons, Siesta felt anger well up from inside of her. "He's my friend, just like any of you."

A third maid spoke out. "Is he though? I mean, we know nothing about him. Who knows what he could be hiding from everyone?"

A little more anger rose up from somewhere within Siesta. She hadn't known Ben for long but he was a good friend, which made her protective of him. "Speak for yourself," Siesta muttered.

"Siesta," Marteau growled out in a warning tone, "is there something that you know about this boy that we should too?"

"Nothing you wouldn't find out if you just talked to Ben-san like a normal person!" Siesta retorted angrily before thinking it through. Her words made the eyes of multiple staff members there widen, including Marteau's; Siesta was generally seen as one of the kindest commoner staff members in the whole academy. She rarely talked back or even got upset with anyone, even those who deserved it.

Siesta's own eyes widened as she realized what she said. But it was too late to change what was said. Without saying a word, she quickly grabbed her platter with the stews and walked out the door before anyone could stop her.

...

**TIME SKIP**

...

Ben's stomach grumbled in complaint for the umpteenth time within the past hour as he tried his best to ignore it. His walk to the kitchen had been uneventful, aside from the occasional whisperings or pointing from students and commoner staff members that had pretty much become normal by now.

Unfortunately, when he finally made it to the kitchen, he was informed by a trembling waiter that Siesta had run off earlier for reasons that he didn't bother to explain. Ben briefly considered transforming into Big Chill or Wildmutt to find her but decided against it. It was probably a personal matter that she wanted privacy with if she went so far as to run away from her workplace.

After that disappointing piece of news, Ben decided to try and just wait out his hunger until lunchtime. In the meantime, he decided to take the time to get to know the only other beings aside from Siesta that didn't treat him as a slave or a patient with a deadly, infectious disease: the familiars. Which led us to where Ben is now.

Despite his past experience involving dragons, Ben was relaxed as he lay atop the clean grass while underneath the shadow of a blue dragon, which was apparently a familiar like him as well. Said dragon was also covering him from the sun rather effectively while curled up in a ball as it slept, not unlike a giant house cat (which he had unfortunately had to deal with once before; thanks for nothing Kevin).

As Ben looked at the dragon's sleeping form, he smiled; despite being a large, winged reptile from another world, it reminded him of Ship in that it was a potentially dangerous creature that could totally kill somebody super easily, despite having a nature not too dissimilar from the average house-trained pet.

Deciding to do what he would do for a dog, Ben started scratching behind... what might have been the ear, prompting the dragon to give a contented rumble in it's sleep. The dragon's unconscious response caused Ben to give a small smile.

"Can you talk?" Ben asked the dragon softly. "The last dragon I met could talk, although he was an alien. Y-you aren't an alien too, are you?"

The only response he got from the dragon was it moving it's head closer to Ben's lap, showing an obvious desire for more head scratches. Ben was happy to oblige, keeping that same smile while doing so.

"I guess that's a no to both," Ben said, releasing a sigh as he laid his back again the dragon now. Even though it was a little degrading to be seen as a servant or familiar instead of an equal by everyone else most of the academy staff and students, it was nice to be out here and watch the familiars chase each other and having fun while waiting for their masters to return. Although it _would_ be better if he had a cold peanut butter and chocolate smoothie for breakfast instead of an empty stomach. But he couldn't blame Siesta for that.

Ben hoped that his friends would find him and come rescue him some time soon. He really, _really_ wanted to get off of this crazy magic world and back to his own. Hopefully Gwen would also have a way to potentially break the Familiar Contract in the process, magic had never been his thing. But then again, it could be worse... probably. Yeah, it definitely could be worse.

And he just jinxed himself, didn't he?

"This isn't all that bad," Ben told the black cat that had walked over and started sitting next to him as he tried not to think about how he had potentially ordered the universe to bring chaos upon him. "This place can actually be pretty nice, so long as pinky isn't yelling in my ear."

The cat stared back at him and seemed to nod, as if understanding and agreeing with his statement. Then again, from what Ben had heard, once a familiar was bound to a mage it's intelligence increased so that it would be able to understand orders given to it. Ben himself had felt no boost in intelligence but he assumed that since he already had the required intelligence to understand orders (although that didn't mean he would follow his).

"Familiar!" a rather _familiar_ voice called out from the building (yes people, I am making the joke, don't judge). (Blame Omni for that one, I did the Hey Hay one).

Ben groaned audibly to himself. "I just had to say it. You never, ever say it. _Never_."

"Familiar, I'm waiting!" the squeaky little bratty mage yelled again, her impatience starting to show in her voice.

"You've survived the last fourteen years doing things by yourself! Another minute won't kill you!" Ben retorted snappily as he stood up, dusted the dirt off of his pants and started to walk towards Louis before coming to stop by her side. If somebody were to come by and see him next to her like so, they would compare Ben to some sort of security escort or bodyguard.

Louise huffed as she began to speedwalk towards her first class of the day, which took place in the Wind Tower. "It's your duty to always be ready to escort me to wherever I need to go, so do your job! And for further record, I'm sixteen years old!"

_'Well you sure don't act like it'_ Been thought annoyed, although he chose not to say so out loud. Rolling his eyes at her display, Ben gave Louise her a mock salute. "Aye, aye, skipper!"

Louise paid no attention to his remark and attempted to ignore him in favor of walking. Having nothing better to do at the moment, Ben accompanied the spoiled little girl to her class.

Unnoticed by either of the pair, however, were Kirche and Tabitha, who had been standing in a nearby doorway. Tabitha, as usual, was reading a heavy book half her size without a care at all about what was happening around her.

Kirche, on the other hand though, was the complete opposite; she was staring hungrily at Ben, admiring his handsome face, his wild brown hair and well-toned warrior's body. And for a commoner, he was really well-groomed, which was another plus in her mind. Already she was making plans in her head on how to tempt his mind and body, lure him to her touch, make him desire her very being. She wanted to make Ben hers, make him forget all about his current master, make him melt at the mere mention of her name.

And it wasn't just his looks that captivated her; the fact that he was also a powerful shapeshifter and the familiar of the pink-haired Zero was just the icing on the cake.

"Tabitha," Kirche muttered more to herself than her friend. "I want, no I _need_ him. I must have him!"

"Reading," Tabitha simply said in a monotone voice without looking up from her book. To anyone else that would have been a rather dull response, but Kirche had gotten used to Tabitha's quirks and mannerisms. Tabitha's simplistic response was basically telling her telling Kirche that she was listening but not to disturb her reading.

Kirche ignored that in favor of smirking while excitedly planning on how to ensnare her next, and possibly greatest, lover, biting her lower lip as she did so. "You don't know it yet Ben Tennyson, but you're already _mine_. Mine and mine alone~."

...

**TIME SKIP**

...

The sounds of flesh hitting rubber echoed throughout the training room as Ken Tennyson gave a roundhouse kick to the dummy he was using to practice his hand to hand fighting skills. He repeated the same kick many times over, his anger growing more and more as he did so.

His combat teacher had told him that this was the best way to release the anger that he had built up. Ken released another kick upon the training dummy, reflecting on his situation.

It wasn't fair; one small mistake and his dad ended up taking his Omnitrix away. Yes, the bad guy had gotten away, and yes, Ken had been in charge of catching him, but he had a really good reason for getting distracted.

You see, there had been this _really_ hot redheaded girl in a tank top and mini shorts that was passing through the area on a hoverboard. She had flirted with him and, being the refined gentleman that he was, Ken decided that getting her phone number took priority over apprehending some bank robber.

Anyways, upon hearing about that incident, his parents had come to the decision to take away his Omnitrix as punishment. Upon his protest and after several intense hours of arguing later though, an agreement had been made that, if he had been good after a whole month, his parents would decide if he got his Omnitrix back or not. Fast forward a month and there was no Omnitrix on his wrist. Ken gave one final, furious kick to the dummy, ripping it's head right off in his anger.

"Glad to see that you're staying in top condition, young Kenneth," a gentlemanly voice said behind him, prompting Ken to turn around. Standing behind him was the steampunk-clad Professor Paradox smiling at him; his hands resting on his eyeball cane.

"It's good to see you Professor," Ken said warmly once he calmed himself down from his not-so-inner anger.

"On the contrary," argued Paradox, his expression growing a little grim, "my presence in a specific point in time is generally seen as a bad omen."

"Yeah… but I'm a Tennyson. We welcome trouble," Ken joked, eliciting a small chuckle from the eccentric Time Walker. "But I get the feeling that you didn't come here just to be making a house call."

"Indeed," confirmed Paradox with a nod. "I find myself in need of your, or rather Chrono Spanner's, assistance once more."

Ken frowned as his face took on a serious expression. "If you're asking for help, why not just go to my dad? He could do a way better job than I could, seeing as how he's the only one around here with a Matrix now."

"It's for that very reason that I don't," Paradox revealed to Ken, prompting to raise a confused brow. Professor Paradox further elaborated on that to clear Ken's confusion. "You don't currently possess an Omnitrix during this period of time in your timeline, making you untraceable by the enemy that we're facing and, therefore, a strategic ally in this battle."

"So who is it that we're up against?" Ken asked, curious as to his newest objective. "Vilgax causing trouble again… or for the first time?"

"Sadly, that would be the best case scenario," Paradox answered, pain clear in his voice. "But the tracks that I've been following show a much dangerous possibility."

"Just tell me whose butt to kick and I'll be on my way," Ken said; hitting his fist on his palm for emphasis.

"Something I have never seen before has happened: Time Ben has finally learned from his previous mistakes. He has once again started traveling through the multiverse, recruiting Omnitrix wielders, in hopes of restarting the Time War. And unlike last time, he's not bothering to capture the opposition; he's outright eliminating them."

Ken's eyes widened upon hearing that. "He… he's killing them?"

Paradox didn't respond verbally, merely looking at the floor with a frown and nodding. The training room's atmosphere, which had previously had a warm and friendly vibe to it, now had a sullen one.

"Already, Time Ben has set his plans into motion, removing Prime Ben from the picture and eliminating several others who refused to join him. Should he continue at his current rate of destruction, he'll soon have an army of Omnitrix wielders behind him. Already he has recruited a version of Ben who is sociopathic, a Ben who is apathetic towards life, a Ben who has lost his memory & currently believes Time Ben to be his brother and a version of Gwen who enjoys reveling in chaos more than Time Ben himself… among others I'd much rather not discuss at the moment..."

"Aunt Gwen?" Ken asked more to himself than to Paradox, not being able to see his order-addicted aunt as any sort of chaotic influence. Well, aside from that one New Year's Eve night where his parents, grandparents, aunts and uncles all got drunk while trying to stay awake until midnight.

It had been an interesting night for everyone involved. His cousin Devlin still had the pictures hidden in his room in case he ever needed a possible bargaining point in case he ever got into too much trouble. Ken wished he had that stack so he could get his Omnitrix back, although Paradox had just now revealed that not having it right now was more of an advantage.

"Yes," Paradox confirmed. "Time Ben has been recruiting some of the worst and most influenceable Omnitrix wielders in existence. And although he still has yet to find the absolute worst of them, he is getting closer and closer to some of them. I fear for the multiverse should Time Ben ally with them."

Ken swallowed back some of the fear rising up his throat. "And… Albedos?"

"Thankfully Time Ben hasn't learned from _all of_ his past mistakes," Paradox revealed, causing Ken to breathe a sigh of relief. "He still has yet to realize that there are far more Albedos that would willingly join his cause than any of the other Omnitrix wielders throughout the multiverse. And for all our sakes, let's hope he stays that way."

Ken nodded, knowing that there was some hope left. "You're right as usual Professor. You just give me a time, place and universe and I'll make sure that that sorry excuse of a Ben never hurts anyone ever again!"

"Splendid!" Paradox exclaimed, seeing exactly where Ken was coming from; the fire in Ken's eyes told him that he would succeed. "Then you better run and find that belt I gave you. I've placed the coordinates for the first Ben you have to help inside of them already guiding computer."

Ken chuckled as he turned his back to the Time Walker, walking towards a section of the training room wall before entering a command alongside a password on a touchpad. "Oh, my dear Professor, who do you take me for?"

When Paradox didn't answer, Ken turned around to see that the man had already disappeared. Chuckling to himself, Ken turned back to the wall to see another section of it open, revealing the Chrono-belt and an assortment of throwing stars, bumerangs, staffs, whips and blasters for Chrono Spanner to use.

"Looks like it's time to be a hero."

...

**TIME SKIP**

...

Within the Wind Tower of the Tristain Academy of Magic, the second year students were all having their Theory of Magic class with Professor Moureau, a rather short mage with a black waxed handlebar mustache who preferred to wear dark blue robes and a matching fez hat.

"Fire, water, earth and wind," the instructor began, looking towards the crowd of students. "These are the four basic elements of magic. As second year students, most, if not all of you, should already know that, when combined together, your magic can have much stronger, more varied effects. It is common knowledge that the level of a mage is determined by how many elements that mage wields and can combine. Would anybody like to please tell me what those levels would be?"

The first to raise their hand was Montmorency, who called out to get her teacher's attention. "I can professor!"

"Go on ahead," nodded Professor Moreau, watching her along with the rest of the class. The blonde-haired mage didn't let the attention intimidate her. If anything, the spike in attention seemed to spur her on.

Montmorency stood up and straightened her hair before answering with a smug expression, as if she wasn't answering a question that most children of the world were probably taught at the age of four or five. "Two elements combined form a line, three elements form a triangle and four elements combined make a square."

"Yes. Well done," praised the professor, despite the fact that a child could have answered the very same question with the exact same degree of success.

And on an unrelated subject, Ben felt like banging his head against the desk. Of all the places he could had ended up at, it had to be a school. It could have been a Nazi world, a post-apocalyptic wasteland or even a universe where everyone was evil, but no; he got sent to the closest thing somebody could get to Hell without actually falling into the pit itself.

A school.

But not just that. A school full of rich, over-entitled, snobs and brats with long, idiotic, unpronounceable names where he couldn't even sit on a chair! It wouldn't have bothered him so much if he hadn't had to sit through the classes, but NOOOOOO!

"You have to protect me" Louise had said. "We made an agreement" Louise had said. "I don't have to feed you if you don't" Louise had said.

Ben was seriously think about introducing that little snob to Rath.

Whether he would have actually hit her was another story. But Ben could imagine it playing out something like this: _"LET ME TELL YA SOMETHING LOUISE FRANSUA DE LA VAL… Valy-Valor-... WHATEVER YOU NAME IS! RATH REALLY WANTS TO HIT YOU BUT RATH IS CONFLICTED ABOUT WHETHER THAT WOULD BE SEXIST OR NOT! SO STRIKE THE FIRST BLOW SO THAT RATH'LL BE FINE WITH IT!"_

_"Quiet familiar! I don't have to give you dinner!"_

_"OH, YOU WANT A PIECE OF RATH, LOUISE?! WELL YOU GOT A PIECE, AND THE PIECE AFTER THAT! YOU GET EVERY PIECE AND I'LL MAKE YOU LIKE IT!"_

_"Stupid cat! I'll teach you too talk back to me!"_

_"THAT'S GOOD ENOUGH FOR RATH!"_

He could practically hear the explosions, tremors and Appoplexian roars already. Ben silently resolved to never let Rath and Louise meet.

Despite how amusing it was to imagine funny scenarios such as that playing in his head there was just no reason for him to be sitting there, listening to any of these stuck-up nobles talk about which way and how to wave a stick. Well, there was one reason: Louise.

If Ben left her alone for the day, she was sure to go nuts since their agreement was that he was to stay with her at all times. But serious, why in the name of peace and sanity would she want him in her classes? Ben just had no idea. Was this some type of well-hidden punishment for daring to defy her? Ben didn't think Louise could be that subtle, but if it was, then it was the ultimate torture method.

"If I'm not mistaken," Professor Moreau continued on with his lecture, who along with the rest of his class, was none the wiser to Ben's inner thoughts, "most of you can only use one element without too much trouble. Is that correct?"

"Oh, pardon me professor," Kirche said with her best effort to hide a grin, although she wasn't exactly being subtle about it. "I just hate to say this so very much, but there is one student among us that can't even use one element."

That got Ben's attention. Hadn't Siesta said that every student here a mage and, therefore, able to use magic?

"A student," continued Kirche with her grin starting to become obvious, "that has a _zero_ percent success rate with all her spells."

Ben suddenly noted that every student in the room was now staring at Louise as if she was a ticking time bomb that could go off at any given moment. It was then, in that moment, that the metaphorical lightbulb in Ben's head flashed on.

Zero.

...

**TIME SKIP**

...

"Couldn't this have waited until after classes were over?" Old man Osmond asked as he descended the long staircase down the subsection of the library alongside Professor Colbert. "If my memory hasn't failed me yet, you have a period with the third years right about now."

Professor Colbert frowned at the reminder and held his torch out in front of him so that he could better see where they were going. "I left homework instructions written on the board. Today was going to be a review session anyway. That doesn't matter right now though. What _does_ matter is that I've found the answer to the mystery of the runes on Ms. Valliere's familiar, and I have to say that the implications frighten me."

The Headmaster chuckled lightly, being reminded of his earlier days as Headmaster where every decision seemed like it would bring about the end of his career as a teacher. Ah, those were the days. "The matter at hand is that serious, eh?"

Colbert stopped walking and stared straight into Osmond's eyes with the most serious expression the old man had seen from anyone in many years. "This is magic that goes back all the way to the very genesis of Halkeginia."

"But… the only one who could have witnessed the genesis of Halkeginia was-"

"The Progenitor Brimir."

"Then why are we wasting our time?! Don't you know how dangerous the Founder's magic can be?!" Osmond yelled as he started rushing down the stairs, not caring about the darkness ahead, nor the possibility of tripping and falling.

Colbert quickly ran besides him and nodded. "I am perfectly aware sir. Just like everyone else in Halkegenia, I have read the fables of Brimir and that is the exact reason for my fear."

Osmond shook his head, unknowingly whipping his beard against the walls, dusting them off. "No, no, no, those fables are just a version that has been softened down so as to entertain children! The truth is far more horrifying and shameful to all mages."

Osmond didn't even let himself think about all of the events that he had learned occurred during those savage times; the Progenitor may have been a brilliant and good man at heart, but the things he did in order to ensure the survival of mages and humanity overall was something Osmond could never approve of, no matter what.

"Right this way," Colbert said as the staircase came to an end. The professor led Osmond to a corner between bookshelves which was so covered shadows that, even in the light of the torch, the place was unnoticeable. The shelves were almost completely covered in ancient dust and spiderwebs so old that the spiders that had spun them had long since either died or forgotten about them.

"What am I supposed to be looking at?" Osmond asked confused.

"I'm sorry sir, but I had to ensure that nobody could ever find this, even by accident," Colbert explained as he raised his staff. "_Gebo int kens urüz dagaz_."

The spells incantation caused the shadows that shouldn't be to begin crawling back into their rightful places, revealing a completely new bookshelf filled with thick leather cover books to the two mages. Colbert quickly swiped one of the books from the shelf which looked much like the rest of them except for the fact that this was one was one of the few that looked like it had actually been touched within this century.

Colbert offered Osmond the book, who accepted it and read the title: _`A Complete Documentation of Familiar Runes and Their Summoners, Volume VII. By Isolda de Chirchard´_

"Interesting choice of reading material," commented Osmond before he noticed a bookmark sticking out. Opening to the pages it was wedged between, Osmond found himself upon a most disturbing page. While there was some text underneath a hand drawn picture that took up half the page, the picture itself was what called more attention to Osmond.

The drawing was that of a battlefield, but there was something terribly wrong about it. An army made up of mages, commoners, elves, dragons, ogres and many other beings were not attacking each other, but rather were all fleeing from a figure atop a hill in the middle of the drawing. The figure was a humanoid silhouette without any discernible features: It couldn't be told if the figure was male or female, tall or short, thick or skinny. The only two distinctive things about it was the glow coming out of it's left hand and the single blade sword that it held ready to attack. Underneath the drawing and next to the name of the author was the title `Might of Gandálfr´.

Daring to read the text underneath, Osmond would grow to wish that he hadn't afterwards, because his fear would increase tenfold afterwards.

_Out of all four of the legendary familiars of the progenitor Brimir, many historians have agreed that the most powerful of all would have to be Gandálfr, also known as the Left Hand of God, for its versatility. The main purpose Brimir gave Gandálfr was one of defence, for his incantations were noted to be long and tended to leave him very vulnerable to opponent attacks. But, written accounts of events where this familiar was used show it being used purely for offence._

_This familiar's strength lay within it's combat abilities, since, with the mere touch of an object crafted with the intention of being a weapon, this familiar is capable of fighting entire armies on its own. While none are entirely sure how the power of Gandálfr works, it is theorized that, once active, the current Gandálfr calls for all the skill, combat knowledge and experience of its current and previous incarnations as raw instinct._

_There have been a total of five recorded Gandálfrs throughout history, all of them having been marked by four recurring traits: the runes on their left hand (for defined illustration see page 231), by being accompanied by this familiar's characteristic weapon of choice, Derflinger, being summoned by a Tristainian Mage and having never to have been defeated by any enemy that is known while at their full power._

Osmond stopped reading and noticed his hands were shaking out of fear of the possibility of such a creature existing. With one last act of bravery he turned to page 231 and his fears were proven right. The runes of Gandálfr were identical to the ones imprinted on the left hand of Ben Tennyson.

With shaking hands, Osmond closed the book & his eyes and looked up towards the ceiling. "May Brimir have mercy on us all."

...

**TIME SKIP**

...

The lesson with Professor Moreau was over and Louise was walking to her next class with Ben right behind her. It was so obvious now to Ben why Louise was the way she was. He himself had been in a similar situation before… granted, that was when he was ten, but that was beside the point.

The way that Louise pushed everybody away from her, how she got mad at seemingly the smallest things and how she constantly tried to prove she was good enough at everything. The difference between them though was that while Ben had been lucky that his Grandpa Max and cousin Gwen to help him grow out of it, Louise didn't have anybody by her side; she was completely and utterly alone.

And just like that, Ben felt like he had to help her. It may be the hero inside of him welling up, but he couldn't help it; he couldn't simply just turn his back on someone in need.

"Interesting thing, what Kirche said back there," Ben commented while trying to sound as casually as possible. He must have done something right because Louise didn't blow him up immediately.

"Hmm?" Louise asked as she kept walking, turning her head slightly to show that she was acknowledging him.

"That Zero business."

Ben's comment caused Louise to slowly clench her fists his anger, but aside from that, she gave or showed no response to what Ben had said.

"I think I finally get why everyone calls you Louise the Zero," Ben continued on, not paying heed to the warning signs that his summoner was growing agitated. "Zero element, zero success and zero chance of you giving up any time soon."

In a single, quick, fluid motion, Louise turned around with a glare and snapped at Ben. "YEAH! AND WHAT'S IT TO YOU?!"

Ben flinched at the sudden (metaphorical) explosion of anger but still attempted to respond calmly and supportive. "I think that I-"

"Don't you dare say that you understand!" yelled Louise, her face growing red in anger, shame and frustration. "What?! Just because I'm called names you think I want the pity OF A MERE FAMILIAR LIKE YOU?!"

Ben tried to put a comforting hand on her shoulder in an attempt to calm her down. "I just thought that-"

"NO!" Louise yelled, slapping his hand away. "You don't get to think! You don't get to talk! You don't even get to question me! I am a proud noble of House de Vallière and I will not lower myself to the level of someone as insignificant as you! How could you possibly know what it's like to be hated by everyone around you?!"

"Look, I was trying to be nice to you," Ben replied, rubbing his slapped hand. "I want to see if there's any way I can help."

"I don't need help from a peasant!" Louise spat back, her eyes beginning to water. "I don't need pity! Nobles are better than that! We're more powerful! More skilled! We're beyond that!" It was at this point that tears were starting to form in the corners of her eyes.

"You don't have to be tough all the time though," Ben tried to reason, taking a step forward. "It's ok for you to admit that you're not strong enough."

That was the wrong thing to say since the tears that had been building started flowing down Louise's face like a pair of broken fountains. "_Explosion_!"

As soon as Ben was hit by the explosive force and knocked to the ground, the young mage whirled around, trying to keep her tears hidden and yelled "I have my Potions Brewing class next. Don't you dare follow me! Actually, don't even bother coming back to the room! I don't want to see you at all until tomorrow!"

Ben didn't even get the chance to utter anything more to try and reassure her before the diminutive magic caster took off running down the Water Tower, not caring about the echoing footsteps. Ben stood there for a moment before smacking his forehead in self-annoyance.

"Oh, great job Tennyson," Ben murmured sarcastically to himself as he got up from the floor, dusting himself off from the explosion. "You made her cry again. You're a real ladies' man."

...

**TIME SKIP**

...

Moods were high all throughout the palace as everyone within celebrated. Within the throne room within, the pharaoh and his personal court were partying up a storm. They had imported the finest food, wine & herbs for this celebration and so far it a smashing success.

Everyone there was having a great time, either enjoying the exotic foods, getting drunk on the finest wine, watching the slave dancers or chatting with their fellow court members. Smiling in content, Ben Seth raised a grail of wine to the audience that filled the throne room and announced happily "To another great victory for the Human Empire!"

The audience cheered back and everyone drank from their cups. Celebrations once again resumed and Ben Seth sat back on his throne, putting down the now empty cup on a tray that a female Tetramand slave, who had been the warrior princess of her world before Ben Seth had conquered it, standing to his right was carrying. To his left was another slave, the recently tamed Incursean princess, whom was captured in his last battle and was now in chains, serving him. Ben Seth took his ceremonial whip and cane from the Incursean, the symbol of the pharaoh.

Life was good for the young ruler of Egypt and the Human Empire: the Incurseans had just been defeated in war and a meeting for their surrender was due next month. Because of this, a great banquet had been arranged. But if the young Pharaoh was being honest and could have his way, there would be a banquet and great parties such as this every day.

The young ruler leaned back into his throne, admiring the seductive move of the hips that a silver-haired dancer was giving him. Like all of the other slaves, she wore the typical female royal slave attire: a purple top that wrapped around her breasts and a purple thong with a thin transparent, pink lace veil running down her legs. Unlike the other slave dancers though, she had a black, pointed headpiece atop her head, somewhat similar to a crown, which marked her as the highest ranking slave that the rest had to obey.

"My pharaoh," a feminine voice spoke to him. Ben Seth promptly turned his yellow eyes to his right side and saw that his high priestess Gwen Ptah had taken the place of the Tetramand slave who had been standing there, bowing before him. Gwen wore a white linen sundress with thick blue lines and thinner golden lines along her neckline. On her arms were golden braces and a white, transparent veil flowed from her shoulders to the floor. Atop her head she wore a golden crown in the shape of a viper. Her belly was also visibly swollen; showing that the heir to Ben Seth's rapidly expanding empire was growing within his most beloved.

"Yes my queen?" Ben Seth inquired with a questioning look before turning his head to watch an Asian dancer with short black hair and brown eyes dancing sensually towards him. Her clothes were different from the white-haired slave's in that her top and veil were green and her thong was black instead of purple.

The redhead looked up at him. "You are needed at the temple. It's urgent."

"Do I have to? There are such _lovely_ dancers here. I may just have to use some of them for tonight." Ben Seth whined as a very flexible one with pink skin, hot pink hair and purple eyes winked at him. Her outfit had its own color scheme, with the top and thong being light pink and the veil being a darker shade of pink.

"My Lord," Gwen Ptah said, sounding deathly serious. "We've received a message from Khonshu himself. He is requesting for your presence."

Ben Seth's whining stopped completely as he immediately shot to his feet, any complaints about leaving forgotten. It had been Ben Seth's dream to meet a god in person for many years, ever since he had seen the relic that allowed him to use their powers was gifted to him, seemingly falling from Nut herself.

Ben Seth took a breath before exhaling. "Don't stop the party. There is no reason to scare our guests. I will depart in a few moments, just allow me take care of something first."

Gwen Ptah bowed again before turning around and leaving. Turning to the slave to his left, Ben Seth gave his cane and whip back to his Tetramand slave, with her top and thong been the largest among his slaves and being black and the veil deep red in color, and Ben Seth told her "Make sure those dancers are sent to my room. The pink elastic one, the silver-haired one and the black-haired Asian one… you can join too if you feel like it~."

The slave smiled and nodded, bowing her head before departing to place the pharaoh's instruments away and instruct the dancers of their new duties. Ben Seth would have invited his new Incursean slave too, but she was still to free-willed; not fully broken in yet. Soon though. It was only a matter of time.

Nodding in satisfaction, Ben Seth discreetly took his leave from the party and slipped out of the throne room. As he walked down the alabaster stone corridor, he barely managed to keep himself from skipping like a young child in excitement.

Finally, after all of his loyal years service, the higher powers had finally recognized his strength! He would get to meet The Traveler himself! The mere thought alone made him unconsciously add a tiny bounce to his steps.

Ben Seth steadily made his way to one of the several nearby temples, the one which was made of solid white stone and had vast amounts of silver which was used for everything inside. A most fitting location for one to worship or meet the god of the moon and time.

Gwen Ptah stood outside of the silk curtain that led to the main shrine, looking as excited as he felt. Gwen Ptah may have been a loyal follower of Isis, the goddess of magic, but meeting any one of the gods was something that most people never got the chance to do in their lifetimes.

"He's inside," Gwen Ptah told him, holding back her own urge to peek through the curtains to catch a glimpse of the moon god. "He's waiting for you."

Ben Seth's eyes went wide and his stance rigid upon that particular piece of information being revealed. He had expected a message or vision, not his immediate arrival. "Khonshu is here?"

Gwen Ptah nodded very fast before responding. "He said that, since I already saw him, we should go in together."

Ben Seth quickly turned to a reflective silver pedestal and made sure that he was presentable. His brown hair was somewhat long, yellow eyes not looking tired even after having been awake all night having fun with his consorts, Lucy Mann and Jennifer Stuh. He had a black tunic covering his chest, golden belt that held up his black and lime yellow skirt, a necklace with the same colors, a chain that held the ankh of the House of Life, a golden cobra shaped crown which matched Gwen's viper crown, black leather sandals; and on his wrist was his Gnomon which he used to call forth the power of the gods.

A million thoughts were flying through Ben Seth's head at the moment, but he had no time to reflect on them; after all, he had a moon god to meet and he couldn't just keep him waiting. Swallowing down his nervousness, Ben Seth took a step forward and moved the veil aside for Gwen Ptah, motioning for her to enter. His cousin/wife/high priestess/queen smiled at him reassuringly and entered before Ben Seth quickly followed suit.

The room of the main shrine was mostly without light, except for a round window that, at midnight, allowed the light of the moon to fill the entire shrine. At the center of the room also sat an altar for which offerings were placed before a shining tapestry of Khoshu in the night sky, encrusted with diamonds and woven with silver thread.

Inside of the room was only one other person, seemingly waiting for someone. Standing patiently with his arms crossed behind his back, he examined the tapestry before him in detail.

The man was the same height as Ben Seth. Actually, almost everything about him was the same as Ben Seth, except for his attire. His grey helmet had a purple visor resting among the offerings. His long coat had thick outlines and was black, purple and dim silver. On his left hand rested a dark silver gauntlet, gleaming ever so slightly in the darkness.

Ben Seth stopped in his footsteps as he caught sight of the deity; it seemed that Khonshu preferred dark colors. Would he offended by all of the white that Ben Seth had used to construct his temple with? Could Ben Seth have already offended or angered a god?!

The man, who Ben Seth was now certain was Khonshu, turned his head slightly. His breath got caught in his throat when his gaze met with Ben Seth's own; it was like he was looking into a pale mirror.

Gwen Ptah was surprised as well; she hadn't seen Khonshu face without his helmet on earlier.

"Ben… Seth, was it?" Khonshu inquired in a casual tone of voice as he turned to look at the newcomers. Ben Seth could have sworn he saw a tiny bit of disgust when he looked at Gwen Ptah's pregnant belly but Ben Seth blinked and it was gone. Ben Seth shoved that thought away as the darkness playing tricks on his eyes.

"Y-y-yes, My Lord" Ben Seth said, immediately prostrating himself down before the lunar deity. Gwen Ptah got the idea and also kneeled down beside her pharaoh, abelit more carefully and slower because of her swollen belly.

Khonshu raised an eyebrow at the actions of the two but made no move to stop them from doing so. If anything, he seemed to really like it. "You bow to me? You don't even know what I want with you."

"With all due respect to a superior being such as yourself, My Lord Khonshu," Ben Seth said slowly, not raising his head from the ground as he chose his words carefully so as to not anger the god, "whatever you ask of us, we will do."

That got Khonshu's attention, as now his face showed true surprise and complete, utter confusion. "Anything?"

"Yes, My Lord," the two cousins answered in unison with one another, still not raising their heads from the ground or making any move to get up at all.

"I could ask you to massacre your people, to throw away all of your wealth, to free your colonies & to destroy your empire and you would still obey me?" Khonshu questioned, looking down at the pharaoh and queen.

"Yes My Lord," Ben Seth answered immediately with no hesitation, with Gwen Ptah echoing his statement a moment afterwards, hesitation just barely making her answer slower than her husband's.

Khonshu face split into a maniacal grin that the prostrating pair couldn't see. It was the kind of grin that conveyed the success of a madman getting his way all too easily. "I knew that I did well when choosing you, Ben Seth."

Ben Seth gasped at the god's statement, still looking down at the floor. A god as important as Khonshu had personally chose him! For what for, he didn't know, but it didn't matter; this was the best day of his life since he had found the Gnomon! Maybe even more!

"A war is coming," Khonshu said as he started examining the tapestry again, ridding himself of the grin on his face. "A war that will decide the fate of everything we hold dear. I want you, Ben Seth, to be one of my soldiers in this war. I want you to follow me into battle and to slay my enemies alongside my armies. Are you willing to be part of it? If you do, then I will be most grateful to you and your people. You'll have power greater than any human, more land than any king has ever or ever will have and more women than you could ever possibly use in a single lifetime."

Ben Seth wanted to look up from the floor, his eyes shining with pure happiness, but he held his position. "Yes, My Lord. It would be my honor to serve you!"

Khonshu gave Gwen Ptah a scrutinizing look, examining her. The god said nothing for a moment, just looking at her with cold, calculating, loading eyes. Then, picking up his helmet to place atop his head, he finally addressed her. "You may assist him in preparing if you so wish. But be warned: this war is only for those who have had the power of the gods granted to them."

Gwen Ptah nodded, still looking at the floor since the deity hadn't explicitly given them permission to look up yet. "I understand My Lord."

The moon/time god glared at her six months swollen belly one final time before he extended his gauntlet-clad hand forwards. As he did so, a swirling purple portal came into existence in the air before him, leading to places unknown.

Ben Seth was feeling multiple emotions: exhilaration from meeting Khonshu himself, amazement at the brief and effortless display of power from the god, pride in himself for having finally gotten the attention of the higher powers and excitement for what was to come & the rewards to be that he had been promised.

"When I am in need of you, I will return," Khonshu stated as he walked towards the portal, preparing to depart. "Live your lives for now and don't tell anyone about our meeting. It is of the utmost importance that you and your queen don't speak of this to _anyone_. Otherwise you won't like what your disobedience entails. Farewell, for now." With that simultaneous warning and goodbye, the lunar deity stepped through the portal and closed it behind him.

The moment that he was gone and the portal vanished from existence, Ben Seth jumped up into the air with his fists, whooping with excitement. "YES! I did it! I'm the soldier of a _GOD_!"

Leaning down, he helped Gwen Ptah stand and immediately plucked her from the floor, spinning her around in as they both laughed. Then, placing her back down to her feet, Ben Seth embraced Gwen Ptah in a tight hug and kissed her lovingly.

When they separated, Ben Seth gazed upon her face to find that she looked just as happy as he was, thought for a different reason.

"Now," Ben Seth said, his happiness soaring higher than he could ever remember, "I think that the party is still going on. Would this enchanting desert flower honor me with a dance?"

"Always," Gwen Ptah answered with a smile and another quick kiss. The pharaoh placed his arms around the queen's waist, caressing their unborn child, before walking out of the shrine together.

...

**TIME SKIP**

...

Well, so much for the idea of lunch. Turns out that Louise had given the kitchen workers orders to not give Ben any lunch during the day a few hours before he arrived. Ben silently prayed to whatever Celestialsapien it was out there that loved to mess with his life that Louise's orders wouldn't apply to tonight's dinner as well.

He really hoped it wasn't the mother of that baby that he had tried to save or the baby itself. Now that would just be ungrateful.

It was well into the night and only the light of the torches lit the hallways. At this point of time, Ben was wondering if it would be a better idea to just find a bench and wait for tomorrow morning's breakfast.

It would definitely be easier. No, he was Ben Tennyson, the savior of the universe on, like, a dozen different occasions! He never went or got to do the easy way.

A rumbling sound came from his belly.

... but then again, the body needs what the body needs. And right now, the body needed food in it's stomach.

Ben continue walking and, for the eleventh time in one hour, he started searching for the Academy's kitchen. Seriously, why was it so much harder to find where you needed to go at nighttime? It wasn't exactly easy during the day, but come on! Were the architects _trying_ to make this place hard to navigate when they made the school?

Sighing, Ben made a left turn by a purple, stained glass window that he was pretty sure he had passed three times in the last five minutes already. He was just about ready to give up and just transform into Wildmutt to sniff out the kitchen's location when he heard a series of footsteps coming up behind him.

"Ben-san?" a familiar, soft voice asked from behind Ben. Turning around, Ben was greeted to the sight of his only friend in this world, Siesta, who was looking at him weirdly. "What are you doing outside the girl's bathroom?"

Ben blinked at that. "The _what_?"

"That door leads down to the female student and teacher's bathroom," Siesta explained, gesturing to the next door down the corridor. Sure enough, a wooden door was there with steam seeping through the cracks. Over the top of the door was some writing in French which, when translated by the Omnitrix to English for him, read as _`WOMEN'S BATHROOM´_.

_`...Maybe my friends weren't as wrong as I thought'_ Siesta thought to herself as she stared at Ben.

After finding out about this new development, Ben's face changed color from it's normal pinkish color to an atomic red to finally settling on a shade not too dissimilar from a Tetramand's skin and he quickly turned back to Siesta. "I didn't... I mean I wasn't… I never have… uh… hi? How you doing?"

Siesta tilted her head in confusion. "Uh… I'm doing fine… but where were you going?"

"I was looking for the kitchen, and maybe you" Ben admitted, rubbing the back of his neck in embarrassment. "I haven't eaten all day and I was hoping you could help me out. This building is out to get me, I know it."

"That's all?" Siesta asked, feeling relieved that Ben hadn't been, as the staff had taken to calling it, 'pulling a Gimli' and tried to… anyway, if Ben was just lost, then she could easily fix that. "I'll gladly help you, but you should know you were searching the wrong side of the tower. The kitchen is east and this is as far west as you can go while still remaining inside of the main tower."

Ben released a groan of annoyance upon hearing that. "Whoever designed this place was an absolute idiot."

"I think it was a noble man who was the son of the, at the time, crowned prince."

"Seems legit."

Siesta smiled at the wisecrack and took his hand in her own. "Come on Ben-san. I'll show you the way to the kitchen."

The kind gesture surprised Ben, but he didn't put up any resistance to release himself from her grip. After all, at the moment Siesta was the hand that fed him. Unlike a certain pink-haired mage that he knew.

As Siesta dragged him down the hall, Ben couldn't help but wonder what Louise was doing right now and if she was feeling better.

...

**TIME SKIP**

...

The night was a few hours young and Louise was still awake. It had taken her an entire hour to change into her pajamas since she didn't have her familiar to do it for her. She also couldn't rely on any of the servants of the Academy since they weren't responsible for her anymore, since Louise was supposed to always have Ben by her side to take care of her.

Louise currently sat in front of her mirror, brushing her pink hair with the brush her sister Cattleya had given her for her for her birthday before enrolling in the Academy as a first year. Louise still remembered the kind words that went along with it.

_"So you are as beautiful on the outside, as I know you're on the inside."_

Louise continued to brush the same strand that she had been doing for the last fifteen minutes. Her mind had started to wander from the thoughts of her hair a while ago and now beginning to revolve around a certain brown-haired shapeshifter.

Louise sniffed disdainfully at the memory of her last time seeing him; she didn't need his pity! And even if she took it he would just snatch it right back the moment that she started to open up; of that, she was sure. He wasn't in the right to tell her she wasn't enough, like she didn't already know it.

She had truly hoped that her familiar would at least symphasize with her enough to never mention that stupid nickname. Guess she was wrong about that though, just like with most things.

Louise pulled herself out of her thoughts momentarily and gazed into the mirror to examine her hair. However, instead of being greeted to a face befitting of a noble, she instead was met by her own reddened cheeks, puffy nose and still watery eyes.

Didn't he see her situation? He was supposed to stop those who treat her badly, not join them. Louise could only see that as a betrayal from the being that was meant to be the closest to her heart; the one who could have been her closest friend, not another source of pain for her.

Ben should have just held his tongue and not make those fake attempts to help her. Had they been fake though? Yes, they had to be. There was no way that somebody would just bring up her nickname as the Zero and then try to make her laugh about it unless it was some sort of cruel joke.

She was alone in the world right now: her only friend was grieving over her recently deceased father and Louise didn't want to disturb her highness with her own petty matters. The letters from home were of no comfort, with all of them being short and harsh, her parents telling her to do better and to make the Vallière name proud, while Eleonore just said how she would have handled things and Cattleya wasn't allowed to write her because it took too much strength out of her to do so as much as her big sister would want. Even her fiancé Wardes could only sent her a short message every other month due to his line of work.

She was alone.

Completely and utterly alone.

Her only company these days was made up of those who constantly insisted on making fun of her. Louise just wished she could be away from them and surrounded by her family instead. Sadly though, it was the other way around, as even her closest Aunt was five hours away by horse.

Louise let go of the strand of hair that she had been working on and looked down.

Was there a chance that Ben had been sincere? It may have been a fool's hope, but that was the only kind of hope that she had gotten these past few weeks.

Louise sighed and took another strand, this time from the other side of her head, and began brushing once more.

Why couldn't this just have an easy answer? Why couldn't her stupid familiar just openly make fun of her? At least then she wouldn't be having this inner turmoil and she would be able to set her head straight. But no; she had to get the most confusing, passive-aggressive familiar of all time. Louise bet other nobles didn't have to deal with getting humans for familiars.

...

**TIME SKIP**

...

Meanwhile, within a castle in Gallia, the blue-haired king of the country sneezed.

"Accursed allergies," he said, rubbing his nose while scowling in annoyance. "I'm going to have to send Sheffield to visit an apothecary later."

...

**TIME SKIP**

...

As he hovered over a battle map of the continent inside of his office within Romania's cathedral, the Pope released a loud sneeze.

"Must be the start of the pollen season," he said to himself, cleaning his nose with a handkerchief and pushing several small ship models from Albion to Tristain. "I really need to get those flowers from the gardens burnt."

...

**TIME SKIP**

...

In the middle of a virgin forest, a beautiful girl around Ben's age with blonde hair and pointed ears released a sneeze, causing her to drop one of the apples that she had picked up from a nearby apple tree onto the grass.

"Oh, my. I wonder what that was about."

...

**TIME SKIP**

...

Within a lonely mansion, a small, thin girl with short blue hair and glasses stopped her mindless passing of the hallways and gave a squeaky sneeze. She said nothing afterwards, but her brow raised in a way that clearly asked _'Was there a reason for that?'_.

...

**TIME SKIP**

...

Ken swore, he would never get used to the chill of traveling through the fourth dimension to access different points of time forward, backwards or sideways. It was like a finger made of pure ice was running up and down his entire body; unnatural.

Then, with a blinding flash of light, he found himself thrown out of the timestream. Ken's eyes took a second to recover from the flash, but when they did he wished that they hadn't.

The location wasn't the problem; if anything, it was pretty cool, with the room that he had found himself deposited him being similar to a fancier version of a Thep Khufan's abode. He would know, seeing as how he dated one in the past (don't ask. He was only half proud of that).

No, the location was fine. It was what the people inside the room were doing that was the problem, with the lack of clothes being the deal breaker. And the fact that everyone inside the room were younger versions of the people he knew, a few of whom he was _related_ to, wasn't helping at all.

On the large bed before Ken lay Ben Seth, with an eight months pregnant Gwen Ptah in a harem girl outfit, a bound & naked Looma Red Wind (who had her top hands tied behind her back and lower hands tied in front of her), a nude Lucy Mann in her humanoid sludge form and a clothless Xylene on top of the stained bedsheets, with everyone present staring at him.

Ken wanted to say something like `Am I interrupting something?´ but he just couldn't get the words out of his mouth. Everyone there just stayed deathly still, not wanting to be the one to make this even more awkward. This would continue for several more moments until a naked Sunny Ptah entered the room, completely covered in lube. "I'm ready my king!"

"..."

"..."

"...I'll be back in an hour."

Abandoning any hesitation about feeling the cold sensation of traveling through time, Ken slammed his Chrono-Belt and flashed himself into the future by one hour. Thankfully, when he returned this time the room was mostly empty, with the only other person there being Ben Seth, who was fully clothed with an angry, serious expression.

"Who the Hathor are you?" the pharaoh asked irately. "We were just getting into it to!"

_'Think happy thoughts Ken'_ the Matrix wielder turned time traveler thought to himself. _'Hoverboards, ass kicking, Gwen's ass...NNNNNNOOOOOOOO! BAD THOUGHTS! BAD THOUGHTS!'_

"I'll ask this only once more," Ben Seth said in a colder tone of voice. "Who are you? Answer to your pharaoh or suffer the consequences."

Ken slapped his face to snap himself out of it and finally responded to the agitated Ben Seth. "A friend. That's all I can give you for now."

Ben Seth began tapping his foot, a minor display that showed his rapidly decreasing patience. "You interrupt my nightly session with my queen, slaves and concubines and you expected me to settle for an answer so vague?"

"Nightly session?" Ken asked, nearly hurling at the thought. "You mean you do this every… never mind. I don't want to know."

"My patience is reaching it's limits," Ben Seth said, his voice growing from angry to livid. "Answer now or I _will_ destroy you."

Ken said nothing, instead opting to reach down into a pouch on his belt and pull out a holo disc. He then pressed the singular button on the device, causing it to create a hologram of a very familiar figure and be displayed to Ben Seth. "Have you met this man recently?"

Ben Seth took a moment to scrutinize the hologram before he reeled back in surprise. "...Khoshu. But he looks... older and sick... even weak."

After hearing Ben Seth mutter the being's supposed name, Ken almost immediately put two and two together, thanks to the historical and mythology lessons that he had gotten. "God of time. Of course he would call himself that here. Probably calling himself Kronos in some other world, the egocentric bastard."

"Don't talk that way about our Lord!" Ben Seth snapped at Ken, quickly getting over his surprise after hearing this intruder throw a blasphemy so carelessly at the god who had personally chosen him to act as one of his soldiers.

"He _isn't_ your lord!" Ken told the young ruler, putting emphasis on the isn't. "He's a fake! You said he looked younger and stronger. Was it anything like this?"

Ken slide his fingers counterclockwise through the ring of the holo disc and the figure was reverted to a healthy teenager who was almost an exact replica of Ben Seth, with the only differences being their clothing (where Ben Seth had yellow, he had purple), the eye color (again, Ben Seth's eyes were yellow and the man's were purple) and that the displayed person's skin was slightly more pale than Ben Seth's own.

"Y-Yes," Ben Seth stuttered out, now beginning to doubt himself. "He looked exactly like that."

"This man isn't a god," Ken said, placing the holo disc back inside of his Chrono-Belt's pocket. "You want to know why?"

"Why?"

"Because gods never show up when you need them," Ken said, remembering the stories he had been told about the Diagon and the tale of when Charmcaster had tried to revive her father by trading all of the souls of every living creature in Ledgerdomain. "Gods don't just come to mortals and, if they do, it's never for anything good."

Those words echoed in Ben Seth's mind. _'Gods don't just come to mortals'_. His visions of serving in a grand army led by Khonshu himself were shattered. Gone were his hopes of fighting for The Traveler in a divine war. The eagerness for the man's next arrival were destroyed. All that remained now was a raging inferno of anger and malice towards the false god. It was then that Ben Seth felt a new need.

Not a need for food or drink, comfort or women. It was a need for revenge.

"This man is a liar and a murderer," Ken continued, unknowingly adding more fuel to Ben Seth's anger. "He is traveling through many different worlds, tricking or recruiting those that he can fool while those who refuse to join him are killed. And most of them look _just_... _like_... _you_."

Ben Seth's rage finally hit it's peak. This liar, no, this _scum_ had tricked him! _Him_! The ruler of the Human Empire and, eventually, the entirety of the cosmos! The nerve of it!

Ben Seth slammed a hand again the closest stone wall and looked at Ken, pure rage burning in his eyes. While most would be do well to stay away from the pharaoh during a moment such as this, Ken was unmoving. He merely stood there, impassive with his helmet not betraying of the fear he was feeling.

"THE NERVE OF HIM!" Ben Seth punched the wall again, drawing some blood from his knuckles. He quickly whirled around to view Chrono-Spanner. "You! You have powers similar to this false god. If you will help me get my revenge on this pathetic pretender, I will ally my steel with yours!"

"...sit down," Ken said, motioning to the a table close to a window. "We are going to have a lot to talk about."

**The End… ?**

…

_WARNING. M-Rated content ahead._

_Read at viewer's discretion._

_You have been warned._

**Omake: Family Matters**

As Ken exited the timestream, it appeared as though the omniverse was out to get him, seeing as how he landed upside down and ended up hitting his head on a hard stone floor "OW! DAMN IT!"

Rubbing the back of his head awkwardly to try and alleviate the pain, Ken stumbled to his feet and then threw up a little in his mouth. Thankfully, he swallowed it back; he was still wearing his helmet and that would have been messy.

As his eyes started to recover, Ken could make out some blurry silhouettes that appeared to be moving in place and making noise of some kind. Wanting to find out what the silhouettes were, the young time traveler shook his head, only to immediately wish that hadn't.

"OHH! Yes! YES, _MY_ PHARAOH! MINE! AHHHHHHHH~!"

Horrifyingly, atop a bed in front of him was a very naked younger, alternate version of his father who was being straddled aggressively by an equally naked girl who looked like a younger picture he had seen of Elena Vladius back before she had been possessed by the hive.

"Nope!"

Ken immediately slammed the button in his Chrono-Belt and jumped forward in time by one hour. As he once again traveled through the timestream, he hoped that his sudden appearance would… "kill the mood" so to speak.

As Ken left the timestream once again, he was spat out, causing him to be slammed against a wall. This was then followed by Ken losing his balance and causing him to fall face first to the floor.

Quickly removing himself from the ground, Ken looked around the room to see if it was devoid of anyone. Unfortunately for him, it was not, as almost the exact same thing that had occurred an hour ago was still happening, only with a new woman that fit the description of a younger Nyancy Chan replacing Elena.

"MEOW! MEOW! Stroke this puss! MEOW~!"

"Absolutely not!" Ken exclaimed, slamming his belt once again to shoot himself two hours into the future. As he shot through time once again, Ken was beginning to have second thoughts about agreeing to this, alongside… other thoughts. '_I didn't think that someone who's entire gimmick was that she controls cats would enjoy the doggy sty… BAD THOUGHTS, BAD THOUGHTS!'_

When Ken left the timestream the third time, he was surprised to find that his face didn't become one with the floor or walls.

Instead, this time, he was shot like a cannonball into the ceiling.

His ears, instead of being bombarded by moans or dirty talk this time, heard the sound of chittering. Ken recovered once more and instead found an exact copy of Eighteight dominating the chained alternate version of his father. Ken didn't know what was worse: the sight of his father doing it with a known criminal or the fact that both seemed to be _enjoying_ it.

"Ugh! Seriously?!" Ken said in a mixture of annoyance, disgust and exasperation. This time, he got a response, although not from the alternate Ben. Without even looking back, Eighteight grabbed her twin laser guns from their holsters and started firing at Ken without even turning around to look. Ken yelped in fear before slamming his belt once again.

Fast forward another skip in time and Ken is sent rolling out of the timestream like a wheel on a car. Luckily for him, there happened to be a wall to stop him from rolling for too long a distance. It even caught his face for him. What a considerate wall.

"Please, Starbeard above, _please_, tell me that it's over," Ken said to himself, rubbing his swore features. However, another look at the bed confirmed his fears that this horror show that had been these last few moments of his life wasn't over.

The girl this time was a woman who had only been known by the codename Turbine. She was a very minor villain, with Ken only able to remember one time that his dad had ever faced off with her. So, if she was so minor, why did Ken bother remembering her?

Well… she was hot. That was pretty much it.

However, seeing her do _that_ with his dad was NOT hot. Hell, Ken didn't even know how to mentally describe what he was seeing.

"OH YEAH, SUGAR! MORE, DO IT SOME MORE~! USE ALL THREE~!" Turbine yelled.

No words were said by the time traveler this time.

No words needed to be said.

All he did was silently pray to whatever God, gods or merciful Celestialsapiens that were out there that this would be the last time he had to deal with this.

It wasn't.

When he exited the timestream he was _sure_ he felt the timestream actually slapping him. After that, the omniverse then got a slap in too by showing him his newest dish of mental scarring, which was the alternate Ben going at it hard with a Aerophibian/human hybrid that Ken recognized as Swift from the Plumber files that he read when he was bored. She had been a… recurring reading subject for Ken, to put it mildly.

That was probably going to change though, now that he had seen an alternate version of a father getting it on with an alternate Swift bound in ropes and gagged, seemingly _loving_ it.

"Mmmmmm…~"

"I should have known," Ken said with a deadpan look. "What have I done universe? What have I done to deserve this? Have I offended you or something?"

Expectedly, the universe gave no answer to Chrono-Spanner's inquiry, prompting Kenneth to input the code that would allow him to travel forwards in time by three hours. Once that was done, yet another flash engulfed Ken and sent him forward.

When he exited the timestream, he found himself pleasantly surprised to find himself not being thrown into anything. And even better was that the room was empty, devoid of anyone.

"YES! Thank Starbeard that that's over! Oh man, that was awful. Thank goodness that nobody can keep going on for a full day."

As Ken started walking towards the closest door to search for that alternate Ben that he had kept seeing, he heard some muffled voices coming from outside. Paying no mind to them, Ken stepped out into the hallway to begin his search for…

For...

For... goodness sake, this was _so_ much worse.

Wherever he looked in the hallway, he saw dozens of Dittos, each with Egyptian headsets, necklaces, whatever they'd used to cover their lower regions obviously thrown away, all going at it with with many, _many_ girls; most of whom he recognized: Amarillo, Attea, Azul, Charmcaster, EightEight, Elena, Ester, Eunice, Frightwig, Gwen, Helen, Jennifer, Julie, Looma, Lucy, Nyancy, Rojo, Subdora, Sunny, Swift, Turbine, Xylene and then some random hot girls that must have just been there for the fun of it.

Ken was just about done and began to reach towards his Chrono-Belt to leave this reality when a pair of thin but strong arms wrapped around him from behind, with what he assumed were two large, soft breasts touching his back.

"Why hello big boy~" a sultry voice whispered next to his ear, prompting him to turn his head. "Came for the party?~"

The woman behind Ken looked like a younger Drew Saturday, who also… had been another recurring reading subject for him. She looked exactly like the pictures in every way, except that the only piece of clothing she had on her was a tight orange thong.

"Why don't you take that uniform off and come join me? I bet we could have lots of… fun~"

... okay, maybe the universe wasn't a _complete_ asshole.

_End of M-Rated content AND the omake_

_You all who decided to skip can safely read ahead._

...

**Mr. Sensei: The idea for this chapters alternative Ben (Ben Seth) was imagined by Artmachband196 (deviantart artmachband196 / art / BEN-SETH-redesign-783779797). The idea of an Egyptian Ben was just too good to pass out. The main difference between that world and the prime world is that Moses lost to Ramses. Don't hate me for it, just a little backstory to a DeviantArt picture I found.**

**I, Mr. Sensei, want to take this moment to say that I am a Catholic and I, by no means, imply that the world would be better if Moses had lost, thank you.**

**If any of you have any ideas for any parts of this story then step right up and send me a review with your suggestions. If it's good then I may just plan to use it in the future and give you a special thanks in our next chapter.**

**Omnisaurus: Now, time for us to address an issue brought up in this chapter. Some of you are probably either ecstatic (Bwen shippers) or disgusted (most likely everyone else) that Ben Seth was married with Gwen Ptah and, as briefly mentioned, Lucy Mann (she keeps her canon last name since it's from her alien side of the family). Keep in mind that, back in ancient times, incest between cousins was an accepted and even encouraged every day thing. It's disgusting today, but back then it was an accepted practice to keep the lineage pure. Mr. Sensei and I only included it to be historically accurate.**

**Doesn't make it any less disgustin' today though.**

**Also, the p in Gwen Ptah is silent. Not sure if any of you actually care, but I felt I should mention it. Sensei and I did quite a bit of… unnecessary world-building for Ben Seth's dimension.**

**Mr. Sensei: We got carried away didn't we?**

**Omnisaurus: Yes, we did. We must repent.**

**Mr. Sensei: Riiiiiiiiight, I ain't touching no crosses and whips.**

**Omnisaurus: Also, while I remember it know, you're welcome and we're sorry for that omake.**

**Mr. Sensei: It was supposed to be an innocent parody of the last scene. Well, then. Ciao, nostri fratelli!**

**Omnisaurus: That means "goodbye our brothers" if you are an English pleb like me.**

**Mr. Sensei: Hey! Don't explain the joke, that ruins it!**

**Omnisaurus: You're the one who wrote the meaning! I just wrote the pleb part.**

**Mr. Sensei: Just end the chapter already.**

**Omnisaurus: Okay. Should I end it during the middle of my sen-**


	5. The Lonely Familiar Part 2

**Review corner by Omnisaurus (and one by Mr. Sensei):**

**deathcornfive: First off, while I admit Ben could be rebelling a bit more (note to self: fix that), Ben isn't just giving into Louise's demands. Also, the only OC introduced so far (aside from the alternate Bens) is a professor that Mr. Sensei made. Therefore, your statement makes no sense about the OC rebelling.**

**mbrad526: Ummm… sure man! That was totally a Komasan reference! *leans over to Mr. Sensei and whispers* "What's Komasan?" *Mr. Sensei shrugs and says "Never heard of it"***

**That Guy (Guest): The decision to give Chamalien an Italian accent was because Subdora has one.**

**Sakura Lisel: What would any of his aliens do to get rid of the runes? Aside from Swampfire, none of them have the ability to just remove their wrist at will. And since the runes are magic, they would likely just reappear back as soon as the arm grew back.**

**Also, Alien X? Really? You want Ben to use the transformation he only uses when the universe is in dire jeopardy to get rid of some runes? Aside from that, Ben doesn't have control of Alien X yet. The trial hasn't occurred yet.**

**Sakura Lisel (again): Pretty sure Rath would annihilate Louise in an instant but her explosions would cause the most property damage.**

**Davidscrazy234: Well, Louise didn't quit acting high and mighty in the anime until Saito took down Matilda after she got ahold of the Staff of Destruction. Keep in mind that her attitude is more a self-defense method than actual arrogance.**

**Bluezerker (the first review answered by Mr. Sensei): Dear Bluzerker, I am delighted to hear your (however brief) enjoyment of my work, but find it difficult to smile in such a manner once reading your secondary statement. In the scenario of you misunderstanding the events that transpired, I feel the need to point out the fact that those which have perished were never the household of our Ben, whose story we persist on observe throughout the course of this narrative, they were but the sufferers of Eon's strategic planning, and if you so will it, you would envisage the communique at the end of my third chapter clarification that without a doubt that plot line rightfully belongs to The Incredible Muffin. If you should feel the need to continue viewing my production, I shall be delighted to hear your aclaming words of inspiration.**

**P.S: Fuck you, buddy. **

**-Mr. Sensei.**

**Bluezerker (the second review answered by Omnisaurus): First off, I don't see why you are complaining about Ben getting a harem. I have looked at the favorites section of your profile and there is quite a high number of stories that are based on harem anime listed there.**

**Secondly, about the time skips and edginess… I don't have any excuses for those. The way we do time skips is just how Mr. Sensei prefers to do them and I am currently trying to dull down the story's edginess. Since agreeing to co-author with Mr. Sensei, I have gone through the liberties of going through all of our written scenes to ensure that none of them come off as too edgy, inappropriate or other such atmosphere that would make them feel as though they were forced or ingenuine.**

**Anyways, I hope that addressed your concerns. If not, then… mission failed I guess.**

**Sincerely, Omnisaurus**

**Guest: Pretty much.**

**Author's Notes: **

**(mostly Mr. Sensei's): Just want to make it perfectly clear that this is not an M-rated story and therefore, any indecent content will just be referred to and not shown. The design for Ben in this story is pretty much the UAF Ben with Omniverse clothes, Omnitrix and aliens. Now that that's over *slides visor down and opens comlink* This is red 5 checking in, let's show this empire scum whos the boss! Open fire when ready!**

**(Omnisaurus:) Also, one more thing before we start the chapter guys. In the last chapter, we said that we would allow you guys to vote for who makes it into the harem. And we ended up getting a whopping **_**one**_ **vote.**

**Seriously guys, please vote so that we don't have to assume that one person's vote is representative of all of you. Adding reasons as to why Ben would be attracted to them/vice versa would also just be the icing on the cake and make us more likely to add them. Now, with that out of the way, let the chapter start.**

**The cover image was provided by LEXLOTHOR.**

...

...

_Details of the survey:_

_Rules:_

1\. Your vote has to be in the form of a review, PMs are allowed but not preferred.

2\. We already have a list of definite girls, but won't tell you so that you have to guess harder and be truthful.

3\. Girls from both fandoms and allowed, even redeemable villains (like Matilda or Charmcaster) or girls who are already in a relationship (like Montmorency or Luctiana).

4\. You can vote for characters that aren't in the Familiar of Zero characters that aren't in anime (like Josette and Isabella).

5\. No dead characters or characters that should be dead (like Sasha).

6\. If you give us a sensible reason as to why your pairing would work, then your vote counts double.

7\. The girls have to be at least in their teen years, so nobody comes suggesting ML-E or some loli thing like that. *FBI open up! meme plays* *La Rosa de Guadalupe theme plays too*

8\. Neither of us are the big incest fans, but if we read some legitimate reason, one blood relative will be permitted.

9\. We are not sure how long we'll be taking votes, so be sure to do it quickly.

_Votes result: _

_1\. Charmcaster, Lucy Man, Matilda._

_No other votes._

...

...

**Zero's Ben**

**Chapter 4: Part 2**

...

Ben was doing his best to memorize his way to the kitchen, he really was. But for some reason, the idiot architect had decided that he needed to make sure it that every hallway, crossway and corridor looked _exactly the same_. Seriously, it looked like someone had just copied and pasted the same parts of a building over and over again just so that they wouldn't have to bother with being creative.

'_How does she even remember her way?'_ Ben thought to himself, staring at the oblivious Siesta, who was still dragging him along by his hand. '_I swear, I keep seeing the exact same stone in the wall every other sixteen feet or so!'_

At one point Ben had even dropped a penny he had on him just to experiment if they were really going in circles or not. Thankfully he was in luck, as he never saw that coin ever again.

"You're going to love it Ben-san," Siesta told him, none the wiser to Ben's inner musings. "At night, Master Chef Marteau uses the leftovers that the nobles leave behind to make us some of the best meals I've ever tasted!"

"Sounds great," Ben replied in a tired tone of voice with his stomach rumbling immediately after that statement. To Ben, it felt like it was just trying to further rub in his face that he hadn't had anything to eat all day. "He can't wait, neither can I."

Outwardly, Siesta giggled at his reaction. Inwardly though, she was slightly worried about how the kitchen staff would react to Ben's sudden appearance. She had hope that, once they just saw Ben being himself, they would accept him and stop being afraid, or that at least things didn't end _too_ badly if someone started a panic.

She wanted the staff to get to know her newest friend and maybe spending some time with him would help them see the sweet, goofy, carefree guy he was instead of some shapeshifting shadow demon (although she knew for a fact that some of the more paranoid maids would hold onto their beliefs for at least a few more days before they came around).

After another few minutes of navigating the labyrinth-like corridors of the academy, the pair stopped before a plain-looking door. However, despite the mundane appearance of the door, the lively sounds of happy chattering and work penetrated through and into the hallway they stood in. Siesta stopped outside the door and let go of Ben's hand, which slightly surprised him; he had forgotten that they had been holding hands the entire time.

"Let me go in and prepare them for you, Ben-san," Siesta told Ben as she started to inch the door open so that she could enter. "Just wait here for a moment and don't wander off."

Slowly and carefully, Siesta opened the door, making sure that nobody inside noticed her entrance. The kitchen was filled with all of the staff that didn't work overnight. In one corner, Siesta could see that the laundry maids were all gossiping about the latest rumor or man that one of them was interested in.

Argus (the head of the gardeners) was next to the sink, smoking his pipe while exhaling smoke rings as his workers tossed small pieces of bread through them, marking points for whoever did it without breaking the ring.

The busboys that served the meals were over by the now-cold oven, playing a game of dice where they would bet their hard-earned silver in a game of luck. From what Siesta could see, it looked like a young, grey-haired one was winning, with his pile being substantially bigger than all the others.

The stablehands that worked the morning shifts were playing darts with a poster of a Duke that many holes decorating his smug smirk. Siesta recognized the Duke as one of the more high and mighty ones and, while she would never do it herself or say so out loud, she really hoped that one day somebody really brought him down a notch like Ben had done with Guiche.

The actual kitchen staff were all resting at the many tables used for cooking, being completely exhausted from having to make meals all day long. For the most part they were quiet, with some chatting in hushed whispers and one having actually fallen asleep with some drool coming out of his mouth.

Other miscellaneous staff members were around the kitchen as well; the ones that Siesta recognized were the five masons that had been permanently hired (they were scattered with the other, bigger groups), the only messenger that was not on duty was flirting with one of the pretty blonde maids with big breasts, a few of the classroom butlers were playing with the busboys (the rest were probably still organizing the chairs and cleaning the chalkboards for tomorrow's lessons) and even Miss Longueville, the headmaster's secretary, had come down; an event that rarely ever happened.

Out of everyone in the room, the only person that Siesta could see was visibly working was Head Chef Marteau. However, Siesta didn't think that it should count as work since he was obviously doing what he loved: making exquisite meals for those he cared about. From where Siesta stood, she saw some roasted beef, boiling potato stew, Romanian pasta, roast duck, a large salad and a blueberry pie in the process of being made.

"Siesta! You're back!"

As soon as Siesta closed the door behind her, she felt a pair of arms embrace her tightly. It was Elizabeth, one of her friends and colleagues. Elizabeth was a head taller than Siesta, despite being a year younger, had brown hair in a long ponytail, vivid green eyes and the same breast size as her.

Elizabeth's proclamation got the attention of everyone in the kitchen, causing them all to turn and see the newcomer being hugged by her taller friend. Many of them looked happy or relieved, others uneasy and one waiter even appeared slightly angry to be seeing her for whatever reason.

"So you changed your mind? That's good."

"We thought something had happened to you when you didn't return to your post."

"Yeah, we thought that the demon finally got hungry!"

"Well… you're not wrong..."

A short series of knocks emanated from the door, which quickly caught the attention of a good number of people; the academy staff didn't knock before entering and the students never came to the kitchen themselves for food, instead opting to send their familiars or servants to grab food for them. So, who could it be?

Their question was answered when Ben's voice permeated from the hallway. "Hey, Siesta, what's going on in there? All the talking I heard died down almost as soon as you went in."

"We're just talking to each other Ben-san," Siesta called back to the shapeshifter. "We'll be done in a minute."

Siesta's response to Ben's inquiry caused Elizabeth to let go of Siesta. Siesta turned her gaze towards her friend to find that the poor girl looked very shooken. "Please tell me you didn't."

"Don't worry Liz-chan, you'll like Ben-san," Siesta said, purposefully dodging (but not really) the question. "He's pretty fun once you get to know him."

"Can I come in yet? I'm getting pretty hungry out here."

All of the staff, minus a few who were oblivious to the rumors of Ben being the Mitir demon and Miss Longueville, all shook their heads side to side while waving their hands in a gesture that clearly said no. Many of them grew pale in the face, with some even outright shaking or breaking into nervous sweats.

"Say no," Elizabeth pleaded her friend, fear evident on her face. "Please say no."

Ignoring the reactions and pleas of the others, Siesta gave the reply they were all fearing. "Of course! There's lots of food for you here!"

Instantly, the looks of fear were dialed up to eleven as looks of betrayal seemed to shoot across the faces of everyone there (minus Miss Longueville, who didn't believe the rumors, and the oblivious staff members). Wait, scratch that; one of the maids near the back of the group had fainted.

The crowd's breath hitched as the door knob turned and the door itself began to open. The most paranoid workers had already begun saying their prayers and were mentally preparing themselves to meet their ancestors. The staff members who had managed to maintain their wit, despite their possibly impending doom, all glanced at Siesta with a look that may as well have asked "_Why have you forsaken us?"_

As the door swung open, the familiar (in two senses of the word) and feared shapeshifter stepped inside and walking towards Siesta, having yet to notice the looks of terror plastered on the faces of the crowd. It was only when he came to a stop before his maid friend that he noticed everyone's distressed looks.

"Oh…" Ben said, feeling uncomfortable with the nervous looks he was getting. "Um, hey everyone. I guess I never got to introduce myself to you guys. My name is Ben; Ben Tennyson. Nice to meet you." Ben extended his hand for someone to shake it… anyone to shake… anyone at all… any time now… seriously? No one?

Jeez, he wasn't that scary... was he? I mean, it's not like he was some sort of monster that could… wait a moment...

'_Okay, now I'm __really_ _regretting mistransforming into Chamalien.'_ Ben thought silently to himself, a few nervous sweatdrops trailing down his neck. _`Damn randomizer! Why'd Azmuth even make that function? There's literally __no_ _purpose for it.´_

Finally, after what seemed like an eternity to Ben & the frightened staff, a young but mature-looking woman with dark green hair and glasses on a kind-looking face finally decided to be the civil one and took his hand in her own before shaking it.

"I'm Headmaster Osmond's secretary, Miss Longueville," she introduced as she took the shapeshifter's hand in her own. "It's a pleasure to meet you Ben Tennyson."

"Thanks," Ben replied with a smile, glad that the awkwardness was over. "It's a pleasure to meet you too."

As they continued to shake hands, Ben got the chance to get a better look at her. '_Hot damn' _Ben thought to himself as they shook hands. '_She's beautiful. Osmond sure knows how to pick 'em.'_

As their handshake was about to end, Ben remembered something that he had seen in a couple of old movies that his mom liked. With a sudden urge of bravery/stupidity (your guess is as good as ours), Ben leaned down and kissed the back of Miss Longueville's hand.

The jaws of the several of the watching staff dropped in comical shock at the unexpectedly bold move that Ben had just shown. Miss Longueville herself had her face burning red in bashful joy, seeing as how such a gesture was usually done by men courting ladies in high society & beautiful, young maidens. Nobody had done it to her in quite some time, as visiting men had begun to say she was getting on her years. Ha! This proved _them_ wrong.

Seeing no death and destruction befalling Miss Longueville, some of the more outgoing members of the staff cautiously approached Ben to say hello themselves. Marteau himself was amongst them, although he was still wary of Ben; he supposed he could give him a chance though, seeing as how Siesta had kept vouching for him all week.

Letting go of Miss Longueville's hand and completely missing the massive blush on her face, Ben started shaking hands with the other staff members, causing some of them to begin relaxing around him. The rest that didn't go to him started to timidly say their own hellos from a distance, though they were mostly lost with each other, seeing as how there were so many of them.

As more and more began to introduce themselves, the tense atmosphere began to dissipate. A few, during their brief introductions, tried to search for underlying signs of deception or hidden intent but found none. Eventually, activity resumed as normal in the kitchen, just with two extra people and a few occasional glances at Ben.

Once the festive mood returned to the air, now that most people weren't fearing for their lives/eyes & toenails, Ben was dragged to a nearby corner by Siesta where she then proceeded to introduce her friends to him, Elizabeth being amongst them. They were maids as well, the ones which Siesta worked every day with in fact, and, just like every other girl Ben had seen since entering this world, they were very pretty. Their looks were simplistic like Siesta due to them being commoners, but Diagon damn it, they managed to pull it off.

As all of this was happening, Marteau continued watching Ben carefully. So far he hadn't seen any sort of danger that the boy wanted to pose to them. In fact, Marteau would even say the boy was rather relaxed and a little unprotected, which was somewhat surprising.

Despite the fact that he was a chef, Marteau knew a thing or two about fighting and it was rather surprising to see someone who had managed to effortlessly defeat a mage, even if it was a weak one, be so unguarded.

Placing the copper spoon that he had been using to stir the potato stew on the nearby countertop, Marteau decided to get a better scope of the boy's character. Getting up from his stool, the muscular chef started discreetly walking through the crowd and towards the corner that Ben, Siesta and Siesta's friends were currently in, having a conversation with one another.

As he got closer and closer, Marteau managed to catch snippets of their conversation. It seemed normal enough, up until he heard one of the girls ask something about his master. Marteau expected for Ben to say something positive about her or defend her, but he was surprised when Ben instead replied with, "Yeah, Louise is a total pain in the back."

That got Marteau, along with everyone closeby who had heard that, to crack grins at the noble's expense. Complaining about nobles was very easy, seeing as how every commoner around had a word or two to say about them, most of them were not good.

"Is that why you're not with her right now?" a maid with dark hair like Siesta's and green eyes asked Ben.

"Ehh… sort of," Ben replied, scratching his cheek awkwardly as he looked away. "See, the thing is… well, she kind of kicked me out for the night."

"Really?" the maid asked incredulously. "Ugh, nobles can be so annoying sometimes!"

"Tell me about it," Ben groaned out, recalling Guiche and Louise's behavior. "I've barely known her for over a week and I'm already sick of her-"

The growling of Ben's stomach loudly interrupted his complaints about Louise, making the maids and a few others nearby laugh good-naturedly. Ben himself slumped a little at the reminder of why he and Siesta had originally come here in the first place.

"Sorry about that," Ben apologized sheepishly, giving a nervous smile. "I didn't have anything for lunch or breakfast, so do you think that maybe I could-"

"Help yourself kid," Marteau interrupted as he gestured to the potato stew cooking nearby. "Once that's ready, have as much as you'd like with us. In the meantime, there's some bread over there," the chef pointed to a small wooden crate on top of a counter on the other side of the room, "and everything else is still being made."

Ben nodded, gratitude evident on his face, before he started weaving his way through the groups of people towards the bread crate. As Marteau watched Ben go, he smiled a little. '_Maybe that kid isn't as bad as we thought.'_

Siesta turn to Marteau, smiling brightly upon witnessing his kind gesture. Once Ben was out of earsight, she asked, "You're convinced now?"

"I'm convinced that the boy won't eat _us_," Marteau said in an amused tone of voice as he watched Ben make his best effort not to make it obvious that he was devouring the bread, "but as for him being human… I'll try not to pass judgement too quickly this time."

No words were exchanged, but Siesta's smile spoke a million words, most of them sounding something like this: "thank you for giving him a chance".

Marteau ruffled Siesta's hair playfully, causing the maid to laugh and swat his hand away half-heartedly. The chef cracked a smile of his own as he walked back to his stool to stir the potato stew some more.

In the meantime, everyone was happy. Siesta returned to chatting with her friends, Ben continued to gorge himself on bread, Miss Longueville snuck glances at Ben every other moment, the gambling and games resumed at top speed and the jovial mood returned to the room.

It seemed that, for tonight at least, human comradery and compassion would win over fear and superstition of the unknown.

...

**TIME SKIP**

...

Louise was starting to get worried.

It had been a few hours since she had abandoned her comb and gotten into bed in hopes of falling asleep. To her chagrin though, her mind had adamantly refused to stop working and forget her concerns. She had expected for Ben to return within these last few hours, for him to tell her that this was his room as well and that she couldn't just kick him out whenever she felt like it.

But he hadn't.

Louise hadn't seen Ben since he called her… that name in the hallways earlier. It wasn't like him to follow orders; he was too thick-headed and stubborn for that. If he wasn't doing something that he wanted, then what was holding him back? Why was he leaving her alone? Where could he be wasting his time?

Trying to ignore her feelings of worry, Louise pulled her blankets over her head, completely obscuring her vision. '_Stupid boy is probably just trying to make me worry about him. Like I care.´_ she thought to herself.

'_But what if something happened to him?'_ the worried part of her mind seemed to whisper back to her. '_He could be in trouble.'_

_`No, that couldn't be it.´_ Louise reassured herself, burying her head into her pillow to try and drown out her concerns to no avail. _`He's way too strong and wild for that´_.

_`You did this to him,´_ her mind responded back, ignoring Louise's argument against Ben being in danger. _`He was just trying to help you and you pushed him away.´_

_`He was just trying to make fun of me, not help me!´_

_`If he is hurt then it's your fault. Some master you are, pushing away your own familiar. Then again, you're not that good of a mage or noble. Maybe it'd be best to just quit and return hom-´_

_`Shut up!´_ Louise mentally shouted, barely restraining herself from actually yelling it as she shot up in bed. That ended up knocking the blanket off her in the process, but she didn't notice that. '_I'm a good master and an excellent mage!_´

`_Then where is your familiar?_´ Her subconscious seemed to ask rhetorically. _`How many spells can you cast? How many successes can you claim as yours? What is your runic name? What is __his_ _runic name? You know nothing about your own familiar and are a horrible master.´_

Louise didn't dignify the voice with an answer this time, instead opting to jump out of her bed and look for her slippers. Once she found them, she hurriedly walked towards the door and swung it open to venture out into the academy to begin her search.

Despite her dislike of her familiar, the voice had a point; a good master wouldn't have just abandoned their partner for life. Steeling her resolve, Louise began her search through the dark halls of the academy, silently offering a prayer to the Founder Brimir that she hadn't messed up too badly.

...

**TIME SKIP**

...

"This is AMAZING!" Ben screamed, filling his mouth with another spoonful of the potato stew. It may had been his third bowl, but he honestly didn't give a damn; it still tasted great. Happy tears were flowing from his eyes like some sort of floodgates had been opened upon getting his first good bite of food all day.

Marteau gave Ben a proud grin from his stool. "Yeah, it may have been made out of the leftovers that the nobles leave behind but those spoiled kids eat so little that they leave more than enough untouched for me work with."

Ben could barely hear him over the sound of his own chewing. "It's almost as good as a Fleen Cake."

Marteau had no idea what that was, but took the compliment all the same; he was proud that his cooking was enjoyed by everyone since it was one of the greatest pleasures that a chef could have. And now he could add human familiars/potential shadow demons to his list of satisfied customers.

Similarly to Ben, the other staff members were gorging themselves on the food before them. People aside from Siesta were on either of Ben's sides at the table, nobody being afraid of him anymore (aside from two or three of the more paranoid ones, but they didn't really matter). Everyone present seemed to now have a positive opinion of Ben or were at least keeping the judgements reserved until later.

In the time that Marteau was making dinner for everyone, he had silently observed Ben from his post and could now see why Siesta had kept vouching for him; he was friendly, easy-going, goofy and had a certain air about him that made it hard to stay mad at him for too long. He seemed to treat the whole world as some kind of joke and he knew the punchline.

Meanwhile, oblivious to the chef's musings, Ben was having thoughts of his own. Although, they were… considerably different to say the least. '_Man, this is __so_ _much better than grandpa's mealworm and barnacle soup! Why couldn't Grandpa Max just make human food every once in awhile?'_

"Glad you enjoy it Our Shield," Marteau said.

"Your Shield?" Ben asked after swallowing his latest mouthful of potato stew. "What does that mean?"

"Our Shield against the nobles!" a gardener that had a bit too much ale yelled from his seat, his cheeks rosy from intoxication. "The one that protects us from those (hi audience, Omnisaurus here. We have dubbed this man's language too profane for your eyes. Just be warned, it would be able to give the most vulgar of sailors a run for their money), presumo… presumpto… arrlogent nobles!"

"Damn it, he's drunk again," one of the gardener's buddies sighed. "Give me the bottle Charlie, you're done for the night."

"NNNNNOOOOOEEEEEE!" the newly-dubbed Charlie yelled, clutching his ale bottle to his chest and attempting to make a run for it, only to faceplant into the floor a few feet into his escape and the bottle to roll out of his hand. "Altught, here yu glo."

Many of the others were also rosy around the cheeks, although to a lesser degree than Charlie. Ben thought that, since the plumbing and filters hadn't been invented yet, everyone just drank alcohol instead of water. That said, he had still been surprised to find teenaged butlers happily drinking wine but said nothing about it; apparently Tristain didn't have any age restrictions like Earth did.

He himself had been offered a cup of ale but chose to just stick with his stew instead; he still wanted to abide by his country's laws, even if he was in another world (plus his parents would kill him if they ever found out). Beside, the boiling broth would have already killed most of the bacteria, so it was really the best thing he could drink.

Speaking of drinking, Ben drank the last of his bowl and was about to ask for a refill when a woman's arm slung itself around his neck and shoulders.

"Heyyyy thare," a slurry, female voice said. Ben turned his head around to be greeted by the sight of Miss Longueville, who herself was almost as drunk as Charlie and looking very happy about something. Her green hair that had previously been in a carefully-styled bun had become a mess. Her glasses were now at a weird angle, almost falling from her nose, and her breath held the scent of alcohol.

"Err... hello?" Ben greeted awkwardly, a little disconcerted about how she had gotten so close without him noticing. But then again, he _had_ been very focused on his stew.

Miss Longueville smiled drunkenly and took a step towards Ben, losing her footing and almost falling to the floor before Ben quickly caught her by the waist and pulled her back up, with her body now leaning against his.

"My, mly, a little forwurd are we?… I like it~" Miss Longueville said flirtily, running a finger across Ben's chest. Ben gulped discreetly at this; he knew what was happening. He had seen this before in his fangirls, both human & alien, and he did _not_ need even more on his plate at the moment, thank you very much!

"Umm, Miss Lon-"

"Shhhh, no meed for any of zat," She said, giving Ben a flirty wink. "You alveady said enough weth that kith~"

Once again, the universe was showing Ben how much of an idiot he could be at times. This was already awkward enough, but apparently the universe wasn't quite done yet since it decided to give it's favorite punching bag even more trouble in the form of one of Ben's friends.

"Gueth who Ben-shan," a very cheery voice called out before Ben felt himself being hugged from behind. Ben blushed as he felt two soft, round objects pressed against his back, just like there were also two soft, round, larger objects pressed against his front.

"Hey Siesta," Ben said, recognizing the voice of his apparently drunk-as-well friend. "You… having fun?"

"Hai!" She yelled, drunkenly throwing a fist to the air before leaning on him. As all of this was going on, nearby men were giving Ben either proud smiles, jealous looks or a mixture of both.

"Ben-san," Siesta said, leaning more dependently on Ben now. Her face was so close that he could practically _taste _the alcohol in her voice. "Leve this old momny and let's go have shum fon."

Miss Longueville frowned at Siesta, a vein pumping on her forehead. "Go awae kid, we're bissy here." She turned back to Ben with her drunken, flirty smile. "Or we're gowing to git bizy anyway~"

_`Why do these things always happen to me?´_ Ben pondered to himself as the two women began to argue with one another, each pulling Ben closer to themselves as the other one took him away and heavily drinking from their glasses while they were at it.

'_I need a way out of this.'_ Ben thought to himself as the tug-of-war intensified. '_Maybe one of the staff members could help... or not.´_ It seemed that the night had reached a point where everyone had gotten so drunk that dancing to no music was apparently normal, seeing as how a busboy had begun to riverdance on the table with others beginning to clap or joining in.

_`I really needed to get them off. If only I had a way for them to-... never mind.´_ It seemed that both of them had finally drank so much that they had simultaneously passed out on top of Ben, murmuring some nonsense words in their sleep.

"Figures," Ben sighed before motioning to the waiter sitting next to him to help him get the two women off of him and into closeby chairs. Once that was done, Ben got up and began making his way towards the door. Turning to wave goodbye, Ben began to open the door. "Thank you all so much. This was great."

"Any time!" the dancing busboy yelled as he did a flip. "Come back again sometime. When you do, you can show us the green and black thingy that you used to beat up that noble."

"We do this every other week if you would like to join us," the waiter that had helped move Siesta & Miss Longueville offered from his seat in front of where he and Ben had placed the girls. "We'll be sure to invite you next time."

Ben laughed as he began to close the door. "Let's see if I can even find my way back next week! Seriously, this place is more like a maze than a school."

The staff responded to that comment with a chorus of chuckles and laughs, prompting Ben to smile. With that, he closed the door behind him and began his trek to parts unknown. One butler, who had been amongst the most doubtful, nodded at his departure with a slight smile. "Ok… we may have been wrong about him."

...

**TIME SKIP**

...

Ben, now with a full stomach, was walking through the grounds at a calm, lethargic pace while trying to find a bench or something similar to sleep on for the night. At least until he remembered that this was a Medieval world and benches probably weren't even a concept at this point of time.

"Damn it," Ben sighed out upon that realization. "Just my luck that most modern furniture doesn't exist yet. Oh well… maybe the grass is soft enough to sleep on? Or maybe I can find a nearby cave to… who's there?"

Ben's musings were interrupted by a light that seemed to be heading in his direction. Ben stood still, waiting to see if the source of the light would approach him. And approach him it did.

Well, more like glomp him to the ground under its weight before proceeding to lick his face with hot slobber.

"Ah!" Ben called out in alarm before he recognized the creature that had pinned him down. "Wha- Flame! Stop it!"

The newly-dubbed Flame was a large, red, lizardlike creature known as a salamander; an uncommon creature with an extraordinary affinity to fire and heat. This particular one belonged to one of the female students from Louise's class. What was her name again? Kercha? Circe?

Anyways, it was her familiar just like Ben was Louise's. Ben rather liked the lizard; it acted like an oversized guard dog that became all mushy around his friends. The feelings were mutual, as the salamander liked Ben back since he sometimes gave him the food he didn't want to eat.

Ben continued to laugh as the salamander didn't relent in it's licking, continuing to cover the shapeshifter in hot slobber as he tried to cover his face. "Dude! Cut it out!"

Flame complied, but only after giving Ben one long final lick to the face. After that, Flame jumped off of him and speedily crawling a few feet away. Still chuckling a little, Ben picked himself off the ground and dusted himself off before turning to look at the fiery reptile.

Due to Louise often leaving him outside with the rest of the familiars during her classes (at least until today that is), Ben had gotten close to a few of them: Sylphid the wind dragon, Verdante the mole, Flame the salamander and, most unusually of all, a frog named Robin. Ben had tried befriending some of the other familiars, but they didn't seem to be as outgoing as the four Ben had already befriended.

And speaking of outgoing, Flame was currently rolled over and extending his scaly stomach in an attempt to get Ben to rub it. Obliging, Ben got to his knees and began scratching. The salamander's belly was warm and had a smooth texture to it. In fact, it reminded Ben of when he used to do this kind of thing with Ship. Ben really missed that little guy.

"Who is a good giant, fire lizard?" Ben asked Flame as he gave a pleased croaking sound and whipped his blazing tail from side to side like a dog. "You are! Yes you are!"

Flame continued to allow Ben to spoil him for a few more moments before Ben stopped scratching, prompting the reptile to roll back onto it's feet. Ben expected Flame to return to wherever he had come from but he instead grabbed Ben's hoodie sleeve in his mouth and began tugging on it.

"Hey, let go!" Ben said, tugging his hoodie sleeve in response, only to tumble forwards a few feet as Flame began to drag Ben after him. "Dude, seriously, what do you want? You want me to go with you or something?"

Immediately, Flame stopped tugging on him and nodded, with Ben's sleeve still in it's mouth. Ben got a surprised expression at the response: he really hadn't expected to get the correct answer on the first try.

"You want me to come with you?" Ben asked once again, causing Flame to nod again in response. "Alright, just stop ripping my hoodie. It's the only one I've got."

Finding the answer satisfactory, Flame released Ben and crawled down the hall before stopping to turn and wait for Ben. Shrugging to himself, Ben followed Flame through the halls. Chances were, Flame just wanted help with something and, if that something was bad, Ben was sure that the Omnitrix would be able to get him out of trouble.

'_Where are we going?'_ Ben wondered as Flame began guiding Ben across the grounds and into the void tower, a tower that was only used to house the students. '_Did something happen to his master? Did she send him out to look for help?'_

Eventually, Flame came to a stop before a door that looked exactly the same as all the others. Ben watched the salamander, waiting for it to do something like enter the room, but it never did. After a full minute of seeing if Flame would do something, Ben grew tired of waiting and took a step forward to open the door himself.

"I hope nothing bad happens," Ben muttered to himself, unaware of how he had basically just invited the universe/authors to screw with him.

**Meanwhile in the space between universes**

Floating in the space between universes were two godlike beings of phenomenal cosmic power. They contained power so great, they could create and destroy thousands of universes with but mere thoughts. And right now, those two all-powerful beings were currently-

"Sensei, Ben's hoping nothing bad happens!" a saurian-like creature yelled while examining a universe floating in front of his eye that, compared to him, appeared to be the size of a marble. "Wanna screw with him?"

"There he goes again. Will he ever learn?" a being that looked like an ancient Asian philosopher sighed out as he shook his head, while stroking his long, admittedly awesome-looking beard. "Soooo… hell to the yeah!"

-debating whether or not to rain Hell to some poor, unfortunate mortal soul. May those two all-powerful idiots have mercy on him.

**Back at the Tristain Academy of Magic**

"Alright, alright you big baby, I'm going in!" Ben told the salamander, who had started whimpering and pushing him towards the door. "Jeez, you get a feeling of foreboding dread for one moment and suddenly your salamander friend starts crying."

Ben took the door handle and and opened the door, revealing the room to be relatively bright, despite no sources of lighting in it aside from a few candles. The reason for this was because the window, despite being closed, allowed the bright green and pink lights of the two moons to enter the room.

Ben blinked a few times as his eyes adjusted to the darkness before they widened. Standing before him was a _hot _girl (Omni: No, she wasn't just hot because she needed a high fire affinity to summon a salamander as her familiar.) (Mr. Sensei: You just has to ruin the moment didn't you?) (Omni: You could have deleted that in the draft, but you didn't You're at fault here.) (Mr. Sensei: Errr… shut up. How about no more fourth wall breaks for the rest of the chapter?) (Omni: very well, but this isn't over…).

Bickering authors aside, the girl was hot. Like, magazine cover hot. She had tanned brown skin, fiery red hair that went down past her shoulders and brownish-golden eyes. Her body, oh lord, had some of the best curves Ben had seen. Her clothes were what Ben could only guess was a lingerie (Ben didn't know these types of things) with a thong and a long babydoll with the middle opened, both being a seductive dark purple.

Once the girl caught sight of Ben, she smiled eagerly. Based on how the room was set up, her... interesting choice of attire and just the general mood, she had been expecting him.

"Welcome Ben," the girl greeted in a tone that sent shivers (good or bad, we'll leave that up to you to decide) down to Ben's spine. "I'm _so_ glad that you came."

"Is that so?" Ben asked cautiously, trying to keep his eyes on her own instead of trailing down to look at… you can guess where. '_Eyes on her eyes Ben. Eyes on her eyes.'_

Seemingly aware of the inner turmoil that she was causing the Omnitrix bearer, the girl smiled seductively and ran a hand down her body, forcing Ben to follow it with his eyes. "Yes. You see, there's something I need and only you can help me with."

Tearing his sight away from her _assets_ with some visible effort, Ben's eyes met her own once more. "Um, sure. I'd be happy to help."

What happened next was a blur: in less than a second, the girl grabbed him by the arms and, with speed that should probably be impossible, pushed him onto her bed. She then got on the bed with him and began seductively crawling over to him. Ben's traitorous eyes once again started looking at her _assets_, much to both his enjoyment and chagrin.

'_I blame my hormones.'_ Ben thought to himself, weakly trying to muster the willpower to focus elsewhere. '_I blame my stupid, traitorous, teenage hormones.'_

The girl looked up and down Ben, as if examining a prime piece of meat or grand prize, and licked her lips. Something that Ben couldn't see, however, was the gleam in her eyes that showed her anticipation for what was coming.

"I know that we're doing something that we shouldn't be-" the girl began with a smile.

'_Since when was I doing anything?'_ Ben thought silently but not daring to say that out loud.

"-but my name is Kirche the Fever, and like a flame, I burn bright with passion & desire!" the redhead mage continued as the atmosphere seemed to grow warmer. That was probably just Ben's imagination flaring up, seeing as how being in a dark room with a beautiful, barely clothed girl tended to do that to young men.

_`Ah, that's right; her name was Kirche, not Circe.´ _Ben told himself mentally. '_I've been watching too many old hero movies.'_

"But right now, I am a woman in love and the one I love..." Kirche gave Ben a flirtatious smirk as she started leaning towards his face, beginning to pucker her lips, "is you."

Now, Ben was used to do-or-die situations: his encounters with Vilgax, the Highbreed, Zs'Skayr, Aggregor, Albedo, Khyber the Huntsman, Malware, the Esoterica and Diagon were all proof of that. So, how was the many-times savior of the universe reacting to a hot girl about to kiss him?

'_Not this again!´_ Ben thought, trying to lean back as much as possible while mentally freaking out. _`I've been told that I'm a good-looking guy a lot, but come on! This is too much!´_

"So…" Kirche whispered softly but intensely, just inches away from Ben's face. "Please…"

"Kirche! What is the meaning of this?" a boy's voice called from the now-open window. Right outside of it, a strong-looking student with brown hair and sideburns was floating in front of the green moon, which looked kind of cool in Ben's opinion. "You didn't show… up at... is that the Mitir demon?"

Upon catching a glance of Ben underneath Kirche, the student's skin became a very unhealthy-looking shade of white. Without a word spoken to either of them, he silently floated back to wherever he had come from. Ben could have sworn he heard the student mutter something about how "it wasn't worth it" or something along those lines, but he could be wrong.

A sweatdrop went down Ben's head at the boy's abrupt entrance and exit. "Who was that guy?" Ben questioned.

"Oh, just a friend," Kirche said, waving off the question before turning back to Ben and readopting her seductive smirk. "But don't worry about him. The night is still young and so are we. So just sit back and allow me to show you the heat and passion of my feelings towards you~"

Once again, Kirche started leaning closer to Ben and, once again, Ben made his best attempt to get away without it being overly obvious. "Umm, Kirche, I'm flattered that you like me that way but I don't even know you. This just doesn't make any sen-EEP!"

Kirche had lunged forward and now only a mere inch stood between their faces. "My way is the way of heat & love, and love moves in sudden & irrational ways. When you fought against Guiche by taking control of one of his own golems, I felt a spark form within me for you." Kirche moved a hand to Ben's chin to hold him still "And over these past few days, that spark has become a blazing wildfire that burns out of control at the mere thought of you."

It was at this point that no more space existed between them and their bodies: Kirche had effectively pinned Ben to the bed. With that done, Kirche used her other hand to zip open Ben's hoodie and place her hand underneath Ben's shirt, rubbing his well-toned muscles.

Catching Ben off guard, Kirche took that opportunity to close the distance between their lips. Closing her eyes, she said one final thing before the gap no longer existed. "I know you belong with me."

With that said, their lips met and, holy mother of God, it felt _good_. Despite his earlier protests, Ben felt fireworks going off in his head. Kirche the Fever indeed.

Ben felt his temperature rising and her hand moving across his body, feeling up his chest and abdominals. He really liked it, but Ben had had enough over-excited girls throwing themselves at him for one night.

Deciding that that was enough for tonight, Ben, in a show of will, tried to clutch Kirche's waist in an attempt to get free. Unfortunately for Ben, she was moving too much, constantly adjusting and readjusting herself on top of Ben to her heart's content. So, where her waist sat one moment ago, was now… something else. Two big, round, bouncy something elses.

Kirche gasped in a combination of shock and pleasure, her face heating up like her element. "Oh, Ben~"

'_God damn it.'_

Meanwhile in the space between universes, the saurian and Asian philosopher-looking beings fistbumped, with the saurian laughing his ass off while doing so. That is, until a demonic voice started calling the name "Omni" in the distance. Then he began hiding.

Ben quickly let go of Kirche and attempted to get up, but she pinned him, her eyes now looking a thousand times more saucy than before. In fact, they could no longer be described as flirty; they were like two pools of pure lust.

Speaking of lust, Kirche was now trying to take Ben's shirt off. Ben was doing everything in his power to stop that from happening, but it seemed as though his efforts were in vain. Seriously, this girl must have had some sort of supernatural power because every time he attempted to keep his shirt on or tried to get up, Kirche would manage to almost get it off nearly instantaneously or unknowingly move in such a way that it prevented Ben from sitting up.

Seriously, what kind of entity did this girl have to sell her soul to in order to get that kind of power?!

On the flipside of things though, Kirche was loving this! Not only had she gotten the familiar of the Zero all to herself, but he was even more handsome than some of the other students in the academy! If he proved himself useful, she may just keep him.

For the umpteenth time, Ben attempted to grab Kirche's waist, this time moving his hands much more slowly down her body to ensure that he did end up grabbing her waist. This had ended up having a positive and a negative.

The positive was that, this time, he actually managed to grab her waist. The negative though was that this ended up accidentally making Kirche more excited.

Ben flipped Kirche under him to keep her from using her nigh-supernatural powers, oblivious to Kirche's growing _excitement_ (wink wink, nudge nudge) and how intimate their position looked, with Ben being on top and Kirche on the bottom. By this point, Kirche was more than ready to… seal the deal and give up her purity.

Despite what some of the more nasty rumors spread by jealous noble girls around academy the said, Kirche had never actually spent a sleepless night with any of her previous boyfriends. While Kirche was the passionate type, she wasn't easy; she personally found it much more desirable to secretly watch her boyfriends meet in the same place as they waited for her and watch as they fought it out.

But right now, Kirche could see herself going all the way with Ben. And not just because it would enrage the Zero… okay, well that was actually a sizeable chunk of it, but more because Ben was the only person that even seemed close to being worthy of her first time.

Unfortunately for her though, Ben wasn't looking to get laid tonight. Sure, he was tempted (_VERY_ tempted in fact), but he wasn't one for one night stands. After convincing himself not to go through with what his hormones were telling him to do with some 'been there, done that' logic, Ben hastily let go of Kirche and just as quickly got out of her bed, putting his clothes back on.

"Sorry, but I can't do this," Ben said as he zipped his hoodie back up and began walking back towards the door. "I don't even know you."

The shapeshifter's statement shocked Kirche, making her unconsciously stop removing her thong; no man had _ever_ outright denied her like Ben just had. Every boy she had attempted to seduce had been captured by her charm ever since she had hit her growth spurt and the girls showed up. And now this shapeshifter, who she had come so close to offering her purity to and had lit a raging fire inside of her, had denied her.

And...

She...

Loved it!

He was challenging her, to see which one of them would come out on top. He was trying to make her give him just as much excitement as he was providing her right now.

'_Oh, that naughty boy~'_ Kirche thought to herself with a flushed face and heavy breathing that was beginning to sound quite erotic as she continued staring at Ben, who was just about to leave the room. '_Getting me all riled up like this and then denying me. Well, you can't get away that easy Ben~'_

With great vigor, Kirche jumped off of her bed and onto Ben's back, which she clung herself onto. Grinning eagerly with her chest pressed against the Ben's back and legs wrapped around his waist, Kirche ignored Ben's struggles to remain balanced and leaned down towards his ear.

"You just _know_ how to get me even hotter don't you~?" Kirche whispered into Ben's ear, once again flaring his hormones up and causing another inner turmoil within him. "And I thought _I_ was the naughty one~"

A shiver traveled up Ben's spine upon hearing those words, which unfortunately broke the concentration he needed to remain balanced. He was only able to give a small shout of alarm before falling to the floor with the attractive Germanian beauty atop him.

After recovering from his fall, Ben attempted to get back to his feet. Key word: attempted. Unfortunately (or very fortunately his hormones were telling him), he kind of had a hot girl on his back at the moment.

'_Life Alert, I've fallen and I can't get up!'_ Ben thought to himself jokingly, remembering the commercials that had often played on the old movie channels that Grandpa Max occasionally watched.

"Don't resist it," Kirche purred next to his ear, trailing up and down Ben's back with a finger. "I know that you're enjoying this as much as I am~"

'_Why do I find that hard to believe?'_ Ben thought sarcastically, but not daring to say so out loud. Sure, he was enjoying this to a degree too, but staying here any longer than he already had was out of the question. His previous experiences with fangirls told him that there was no way this could end well for _anyone_ involved.

As Kirche kept trailing her finger up and down his back, Ben failed to notice her using her free hand to claw her babydoll strap off. _`Just another moment.´_ Kirche thought in between heavy breaths, already going for the second strap. '_Just a few more sec-'_

Kirche's thoughts were interrupted by the door being swung open and bright light from the hallway's torches flooding into the room. Pushing back her annoyance, Kirche looked up to see who the newcomer was. To her surprise, she almost immediately recognized the pink hair and shorter-than-average stature of the angry mage standing before her.

How Louise had found them, Kirche didn't know. Although, looking back at it, perhaps she could have told Flame to be a bit more discreet while collecting Ben. All it would have taken for someone to track him was to ask if they had seen him recently and it _was_ rather hard to not notice a boy following a reptile with a flaming tail.

"Am I interrupting something?" Louise asked coldly with a harsh glint in her eyes. "You two seem busy."

Before Kirche could give a response, Ben took the opportunity to get the busty, tanned girl off of him and quickly shoot to his feet. Once he was standing again, Ben fixed his clothes for the second time within those past two minutes.

'_Freedom!'_ Ben cheered internally, resisting the urge to do an actual cheer. Ben was just about to sprint out the door to finally get away from the (somewhat enjoyable) situation that he had literally walked right into. But before he could take a single step, he was anchored in place by Kirche taking ahold of his arm.

"You're leaving me?" Kirche asked Ben with what sounded like a hurt tone, which made Ben pause in his attempted escape and a modicum of guilty to momentarily shoot through Ben. "What about my blazing feelings within me? Do they mean nothing to you?"

Ben turned his head to look at the fire mage and looked closely at her eyes. It took him a moment, but he recognized the look that they held. He had seen it before; he had gotten it from many girls in Bellwood when they wanted… well, you know. He had even got it once or twice in Undertown (mostly while he was in alien form that is).

"Yeah… still not happening," Ben said, removing her from his arm. "I still don't know anything about you except your name, that you're Flame's master and that you're a fire mage. So yeah, see ya!"

Kirche looked like she had been slapped with a wet fish... if that fish was Ripjaws with the combined stench of Swampfire & Stinkfly and the armor plating of Cannonbolt. She clearly hadn't expected Ben to completely reject her like that.

Leaving a shocked fire mage behind, Ben quickly rushed through the doorway before anything else could happen. Once outside, he closed the door behind him frantically with great speed. It was only after he was sure it was completely closed that Ben let out a long and relieved breath.

That had been too close for comfort… or was it? No, naughty thoughts! Bad thoughts!

Well, either way, Ben would have to watch out for Kirche in the future. If Flame was meant to reflect her personality, then that meant she would be persistent (long story, don't ask). But for now, he was done. Just done with everything.

On the other side of the coin though, Louise was just getting warmed up! And not in the good way.

She was an idiot! She couldn't believe that she had cared for a single second for this... thing! While she was worrying, he had probably planned the whole thing with Zerbst so that, while she was alone, they could have some "fun". The fat cow.

And her idiot of a familiar probably threw himself at her the first chance he got, just to make Louise's life even more miserable than it already was! Stupid, ungrateful, disgusting… UGH!

Glaring at Ben with a cold fury behind her eyes, Louise pointed in the direction of her room and spoke in a tone of voice that brokered no room for discussion or disagreement. "My room. Now."

...

**TIME SKIP**

...

"Such remarkable devices," Ben Seth said as he examined the machines that Ken had given him. "Are you _sure_ that these aren't the works of the gods?"

Sighing internally and releasing an exasperated groaned, Ken nodded. "For the last time, these machines are the result of pure science. They weren't made by gods, they aren't magic and for the last time, they have _nothing_ to do with any sort of supernatural force!"

Ben Seth nodded, only half-listening as he continued to scrutinize the intriguing device while oblivious to the time traveler's growing annoyance. When the pharaoh once again started rambling on about how impressive the devices were, Ken allowed his thoughts to wander.

Ken was _really_ starting to regret accepting Paradox's offer to help with Eon. While he knew that it was for a good cause (like stopping the multiverse from being destroyed and stuff), it was getting annoying having to deal with Ben Seth. Seriously, every other minute, Ben Seth would either begin a rant about "destroying the false god" or start talking to Ken about his love life, which Ken _**REALLY**_ didn't need to hear about.

'_If I had known that I would end up being roommates with an egotistical space conqueror who believes that the Egyptian gods are real for an entire month, I would have just skipped this universe and gone to the next.'_ Ken thought to himself as he tried desperately to block out the memories of some of Ben Seth's more detailed conversations with him.

However, the biggest thing that bothered Ken about this world wasn't the time wasted there; no, the Chrono-Belt made sure that no time was registered by the host's body so long as the host continued to wear it. It was the relationship norms.

In this world, the rules were a lot more… lax compared to his own. Ken constantly had to remind himself about four times a day that Christianity had never become a thing on this alternate Earth and that even Judaism didn't last very long. Because of that, their values and accepted practices were completely different here.

Ken liked to think of himself as a tolerant person, but come on! Marrying your own _cousin_?! Sure, genetic restoration existed in this universe, but still, gross! But just you wait, it gets even worse! Not only was Ken being tortured every day with Ben Seth's… _very_ detailed anecdotes, but he had become the infatuation of this universe's Attea. Ken felt a cold chill travel up his spine just thinking about it.

There was just something unsettling about the way that the Incursean princess turned slave girl looked at him; it was like every time she looked at him, she was about to drag him to a bedroom and have her way with him the moment he dropped his guard. It was just wrong.

Returning to the present and leaving the thoughts of stalker frogs behind, Ken rolled his eyes at Ben Seth who, once again, had started holding the tech up high into the air and was saying some prayer in Egyptian.

"Dude!" Ken yelled, startling Ben Seth out of his religious trance. "For the last time! This! Is! Science! Stop praying already!"

Ben Seth still didn't look convinced, but decided to drop the subject for now. "What did you say this does again? I remember that it's some kind of armor, but not much else." He looked at the little badge closely, trying to see how something so tiny could possibly protect anyone larger than a dung beetle.

Ken ran a hand through his helmet, which he always wore (how Attea had managed to develop a crush on someone who face was always obscured, he would never know), and sighed. "It's a personal time-shield generator. Since Time Ben's preferred way of killing, I'd go as far as say hobby, is to use his powers to age people to dust, this will make sure that his aging rays don't affect you."

"I see," Ben Seth said, nodding in understanding. "Yes, this will definitely be most useful during our battle with the false god. Too bad my guards and queen aren't here to see it. Speaking of my queen, as you know, she is almost ready to give birth. Just last night, we were in my chambers and were…"

_`Fuck my life.´ _Ken thought in misery as Ben Seth began another one of his much too-detailed stories about his nights with his queen/slaves/concubines. '_Please get here soon Time Ben.'_

...

**TIME SKIP**

...

"I can't believe you!" Louise exclaimed angrily, pacing through her room in an attempt to alleviate some of that anger. As she did so, Ben sat on his mattress and watched. She had to burn herself out at some point, right?

"Out of all the girls in the academy, you had to go for Zerbst?!" Louise continued to rant on at her familiar, who she was certain was just doing things now to make her mad. "Seriously! _Her_?! I don't mind you being interested in girls, but that one is OFF LIMITS!"

For a bit of context, the Vallière and Zerbst families had had a long-standing blood feud between each other. It had all started many years ago, when Zerbst's great-grandfather stole a bride from Louise's own great-great-grandfather. The fact that the lands of the two families were neighbors only maintained, no, _intensified_, the hatred that the families had for one another. Ever since then, the Vallière family had often been the victims of the jealousy and shrewd ways of the Zerbsts. At least that was their version of things.

Ben sighed, leaning against the wall behind him. "Okay, first of all, I wasn't sure where Flame was taking me when he found me; although, now that I think about it, it kind of was obvious."

Louise turned and looked at Ben, scrutinizing him for a moment to look for any signs of deceit, before nodding and motioning for him to continue. She was glad that her familiar was claiming his faults, but that didn't mean she wasn't still angry at him. Louise once again began pacing angrily.

"And secondly," Ben continued, "I tried to get out of there the moment I realized what was happening. Believe me, I don't need that kind of attention. _Trust me, I've had enough of that tonight._"

Louise, who hadn't heard Ben whisper that last part to himself, stopped pacing and stamped her foot on the ground before releasing a groan. "You're a warrior! You should be able to defend yourself from an overgrown lizard and it's harlot of a master! You could have used a sword or an axe or a spear to keep them at a distance or… _something!_"

Ben sweatdropped at the mage's statement but said nothing; it appeared that, even though he had explained his situation almost four times already, Louise still wasn't quite understanding what he was trying to say. Ben silently gave up on any hopes of correcting her.

"Where would I have gotten any of those?" Ben asked with a deadpan look. "It's not like weapons are just lying around the halls. You haven't exactly given me anything like that either."

Louise sat back down on her bed, crossing her arms and groaning as she closed her eyes & tilted her head to the ceiling; the closest Louise would give to admitting she was wrong. "I guess you have a point. You're a warrior, and a warrior is only capable of so much without a weapon."

Well, Ben did have the Omnitrix, which technically could be classified as the greatest weapon (despite what Azmuth insisted) in three, potentially five, galaxies. He didn't feel the need to tell Louise any of that though.

"Tomorrow is the Day of the Void, so we can go to town and get you a weapon," Louise said as she crawled back under the covers of her bed. Once she finished getting comfortable, she glared at Ben. "Remember: no more meeting with Zerbst. So, to make sure she doesn't kidnap you a second time, you're allowed to sleep in here again."

Ben raised an eyebrow at that. Was it him or was Louise acting like a semi-decent person, even if it was just to keep him away from Kirche?

"And to make sure that she doesn't snatch you away like that again, you'll be spending all of tomorrow with me."

'_Damn it.' _Ben thought. '_A price for everything I suppose.'_

Silently sighing, Ben dropped to his mattress and pulled his own blanket over his eyes, ready to just be done with this day.

'_At least this can't get any worse.'_ Ben thought to himself before his eyes widened in realization at what he had just thought. Bracing himself and clenching his eyes shut, Ben waited for something, anything, bad to happen to him. However, it never came.

Opening his eyes cautiously, Ben waited another minute before relaxing and letting out a breath of relief; it seemed that the universe had decided to give him a break this time.

Unknown to him though, an omnipotent being with the best beard in the cosmos was making a list of everything he could throw at him. But that's for later...

...

**TIME SKIP**

...

It was the morning after that eventful night and, just like Louise had promised, they were preparing to go into the nearest town to get Ben a weapon. Key word: preparing. Seeing as how vehicles didn't exist yet, how Louise refused to be carried by the likes of Ben and how Ben refused to let Louise ride him like a mount, they were currently looking for a steed in the academy stables.

The stables of the Tristain Academy of Magic smelled like crap, which made sense. After all, this is where the academy kept all of it's horses when they weren't grazing in the pastures, along with the larger familiars of the students and faculty.

Rows of box stalls with beds of hay were lined up on the corridor. Some of them had their doors opened while others didn't. The opened ones showed, for the most part, beautiful purebred horses that belonged to the academy. Their coat colors ranged from white, brown and black. While all of them were beautiful, but what really caught the attention of those who entered were the familiars kept there, which ranged from the slightly more exotic unicorns to the infrequent dragons & Yaoguais.

The place reminded Ben of the time that his Grandpa forced he and Gwen to spend a week at a farm during the summer he had gotten the Omnitrix. Man, looking back on it, if the Mummy hadn't attacked them then that week would have been a total bummer.

And while he was looking back on things, he sort of felt bad for Gwen flushing the Mummy down the toilet. Still funny though.

In contrast to Ben being hit with a nostalgia bomb, Louise was despising just being there. She constantly had a hand pinching her nose and she was just managing to hold back a scowl. Her eyes briefly drifted to a pile of animal droppings covered with flies in one of the empty stalls before she looked away. "Gross."

Ignorant of his summoner's hate of this place, Ben was taking a closer look at a kelpie which was floating in it's box stall that had been turned into a tub of water. It had the general shape of a green scaly horse, but that was only from the waist up. It's back legs had been replaced by what looked like a mermaid's tail. Taking the place of the mane was green seaweed and on each side of it's neck were three gills.

"If you think this is bad," Ben said while making his way to the tub, "then you should visit Undertown sometime. That place is literally located in the sewers."

Upon hearing that piece of information, Louise gagged. Her face also turned a rather unhealthy-looking shade of green that could give the Incredible Hulk a run for his money. "How disgusting."

"You get used to it after the first week or so," Ben said with a shrug. Louise didn't respond to that, instead opting to examine the nearby horses to see if any met her standards as today's preferred method of locomotion. Meeting her standards were… difficult to say the least. With one she said it was too old & slow, another she said was too small for both Ben & her to ride, a third she said stunk too much and a fourth she said looked too intimidating.

Ignoring her horse selection, Ben arrived at the tub and reached his hand into the water to pet the kelpie's head as it swam by. Upon being touched, the horselike creature raised it's head in a proud manner, as if touching it was some sort of great honor.

Ben had to hold back a snort of humor; this was basically just Louise as an animal, just with one hundred percent less explosions.

Smiling at the kelpie's display, Ben began scratching under the familiar's gills. The animal's eyes widened before closing in bliss, the animal basically becoming putty under Ben's hands. Several soft snorts of content escaped from the kelpie as the shapeshifter continued his ministrations.

'_Reminds me of that one movie Water Horse.'_ Ben thought to himself as he continued to pet the aquatic beast.

"UGH!" Louise said, stomping up to Ben and gritting her teeth in frustration. "All of these horses are no good!"

"Whoa, chill," her familiar responded neutrally, not looking up from his scratching & petting. "It's not the horses fault that they don't meet your standards."

That comment didn't sit well with Louise, if the glare that looked like it could kill Vilgax which Ben received was any indicator. "I will _not_ travel or be seen on something so dishonorable! If we're going to go to the village, then we need a horse that doesn't look like we got it from some shady, discount market!"

"We don't need to take a horse to town," Ben stated as he stopped petting the kelpie, much to it's disappointment. Now that Ben thought about it, he didn't really know why he and Louise were there. He didn't know whether students were allowed to borrow horses or even leave the academy without permission. He had kind of just assumed they were.

Louise's face morphed from the glare to a look that you would give to someone stupid. "It's a three hour ride to the nearest town and a seven hour trek on foot. Of course we're taking a horse!"

"No we aren't. That's way too long for me," Ben replied. An idea quickly popped into his head, making him grin and cross his arms while a smug look formed on his face. "What if I told you I have a faster _and_ better way to get to town?"

Louise's haughty attitude and "you're stupid" look disappeared and she glanced down at Ben's wrist (the Omnitrix more specifically).

"So you're going to get us to town with one of your transformations?" the pink-haired mage questioned, finding it a bit hard to believe that he had a transformation that would be of better use than a horse.

Ben bit back the urge to snap a snarky comment at her. Seriously, why did people always assume that he couldn't do anything without the Omnitrix?! He had managed to graduate high school with leave of absence for his hero work, gone through basic Plumber training at the academy (while achieving a grade of 95%), gotten pretty good at guitar, made for a mean soccer goalie and could do a pretty decent three pointer in basketball. All of those and other things, he could do on his own _without_ the help of a species-changing device.

"Just go to the entrance and wait for me there," Ben said as he walked out the entrance. "I'll be there in ten to fifteen minutes. There's something I need to take back..."

...

**TIME SKIP**

...

Jean Colbert had been told he had a way with art many times in the past. He was by no means a professional artist, but he got by. This talent of his often came in handy during his many research trips when he needed to capture the image of something or imagine a description he was given.

So, all of that given, hopefully it wouldn't be too hard for him to make an accurate sketch of what Gandálfr's weapon, based on the many different images and descriptions that the books assigned to it.

As Colbert re-read the descriptions given to the weapon, he reflected on Osmond's request; the Headmaster had asked to be informed on any leads on the subject of the shapeshifting anomaly known as Ben. Colbert figured that knowing what the weapon that would eventually be returned to be Gandálfr's hands would look like counted.

After finishing his sketch, Colbert left his workplace with said sketch in hand. He closed the door behind him and heavily locked it with both his keys and a decently-strong locking spell. He figured that, between the keys to the room being in his pocket, locking spell and familiar protecting the room, his little room of curiosities would be safe from intruders.

Once done with the necessary (or unnecessary) protections, the teacher began his trek for Osmond's office. He walked down the hall, having never noticed a shining, miniscule green speck that had been floating outside of his room's window. The speck, noticing a chip in said window, chuckled as it flew through and into the locked room.

"Too easy," Nanomech said in his high pitch voice before he began humming the Mission Impossible theme, floating inside with his tiny, insect-like wings.

The miniscule human-nanochip hybrid touched down upon a table covered with scientific equipment. After that, the tiny alien quickly hid behind a glass bottle filled with a… liquid something and began examining the room.

Larger than a normal room, Colbert's private area had bronze trinkets that were doing multiple things on their own, an open furnace that provided warmth, notes clinging to the wall that looked to be part of some sort of investigation and, in the middle of everything, Ben's Tenn-Speed.

Said motorcycle had many parchments on it; some of them were open and had many theories on what parts of the vehicle did while others were folded or crumpled. Nanomech laughed out loud when he saw that the steering was theorized to be removable so that it could be used as a weapon.

"This is actually pretty cool," Nanomech muttered to himself while taking in the sights. "it's like Blukic and Driba's lab, only a lot less techno and if they cleaned up after themselves every once in a while."

Taking one more look around the room to make sure that nobody was there to see him, Ben transformed back into a human. Now standing in front of his ride, Ben began tearing the papers off of it. He made sure not to rip any of them though; he didn't want to upset that Colbert guy.

Ben had no problem with taking his bike back though; it was his property after all.

During the week, Ben had attempted to talk to the teacher after Louise had told him that he had taken his Tenn-Speed. However, every time Ben had tried to meet with him, the professor was either too busy, Ben had just missed him or Ben was in the wrong place altogether. Ben had gotten the message: Colbert didn't want to talk to Ben.

Well then, if the guy didn't want to listen, then Ben saw no reason to be courteous to him.

With the Tenn-Speed now cleaned, Ben began pushing it towards the door. He had seen how the spell stopped anyone from entering the room, but hopefully it didn't prevent someone from exiting.

Stopping before the door, Ben placed his hand on the handle. 'I hope this works.' Ben thought to himself before he turned and pushed. Thankfully, the door swung open with no resistance. Grinning massively, he pushed the bike outside and a few feet down the hall before a hilarious idea struck him.

Running back into the room with a mischievous smile, he grabbed an empty piece of paper and a quill. He quickly found a bottle of ink and dipped the quill in. His smile only grew wider as he began to write.

'_Oh man.' _Ben thought to himself as he wrote. '_I can't wait to tell everyone about this next time I see them!'_

Once he finished, he turned into Diamondhead, impaled the paper with a small crystal and stabbed the crystal to the inside of Colbert's door. Transforming back into a human and closing said door, Ben began humming a cheerful tune as he walked down the halls while occasionally greeting one of the staff members he came across.

A few minutes passed before the fire inside of Colbert's furnace seemed to come to life. Stepping out of the burning coal and warm flames stepped a lizard that was seemingly made of fire and embers. It's eyes were a bright blue color like the hottest stars, unlike the rest of it's body which was made up of orange, yellow and red like a normal fire.

This was Colbert's familiar, Edana the magma gecko, which were a thought to be nearly extinct species that only mages with some of the highest potentials in fire magic could summon.

Stretching her tongue to lick her own unblinking eye (Omnisaurus: Geckos actually do this people, we aren't making this up), she walked to the front of the room and tilted her head upwards to gaze at the message Ben had left for her master.

On the note, it said: _Taking my motorcycle back. Don't steal it again. P.S. I'm taking your eyes and nails next. Love, Ben._

Edana didn't think much of the threat; it was natural for her species to be able to grow back insignificant things like eyes and nails. However, it was probably best to warn her master about the missing Big Green Shiny.

...

**TIME SKIP**

...

"This isn't according to plan. I am your ally, not your enemy!"

"AHHH!" was the only response that the false god received from Ben Seth. The pharaoh furiously swung his Khopesh again and barely missed his opponent's neck, his curved sword being blocked by one made of purple energy.

"I am your god! Listen to me!"

Ben Seth ignored the false god's order and dodged the purple energy sword by sliding down the marble floor of his throne room. After his escape from harm, Ben Seth rolled back to his feet and resumed their fight. Unfortunately for the both of them though, every move they made was countered or blocked just in time by the other. It seemed as though they were evenly matched with one another.

"You are no god," Ben Seth said a small smirk forming in his lips. "You're just as mortal as the rest of us, _Time_ _Ben_."

After the name was spoken the false god ceased to move for a moment. He did not speak either, which resulted in the throne room being filled only by the sound of the pharaoh's soldiers battling the machines of the impostor outside. But the false god hadn't stopped because of shock or fear; it was clear in his eyes that it was because of raw, unbridled rage.

Once the moment was over, he attacked once more. However, this time he did not use his sword but instead began forming a blast of purple energy emanating from his hands. "DO NOT CALL ME BY THAT NAME! I AM NOT A BEN!"

"AND YOU ALSO AREN'T A GOD!" Ben Seth yelled in response, swinging his sword in an attempt to decapitate the time traveler clad in black & purple. Time Ben quickly summoned one of his own swords to counter and throw Ben Seth off balance. Taking opportunity of the minor distraction, Time Ben shot the pulsing ball of purple energy and sent it flying at Ben Seth, engulfing the pharaoh in a blast of light.

"A shame that you had to stand against me," Time Ben said, dusting himself off. "You would have been useful in the coming war. Let this be a warning to all who would stand against me: obey or perish."

"For the warning to be effective, you actually need an example," a voice said from the dying light. Time Ben blinked in confusion before noticing a small movement from the light. Jumping back, the evil Ben barely managed to get out of the way of Ben Seth's Khopesh; however, Ben Seth did manage to slice a line through his cape.

The light died down completely now, showing Ben Seth, his sword and his attire all completely unaffected by the blast. The planet conqueror himself was smirking at the look of shock that had taken residence on Time Ben's face.

"Bu-wha-HOW?!" The impostor demanded, having dozens of questions about what had just happened.

Ben Seth merely smirked in reply. "Gift from a friend."

"What friend could possibly do this?!"

"Good ones," Ben Seth merely offered before lunging at Time Ben once more to resume their battle. The evil Ben could now only dodge and parry, having lost the pull of the battle and no longer able to go on the offense. The only way he could survive now was by playing it safe and reacting.

This wasn't good. If things continued like this, Time Ben was sure to lose the battle. All of the time he spent preparing and studying this Ben would be wasted! He needed to balance the scales; he needed help.

Filling his hand with purple energy once again, the moon god imposter opened a portal above the fight, just wide enough to allow a person to jump through. The one who was spat out of the portal looked like a slightly older Ben with dim brown hair. He wore grey pants, a grey t-shirt, an open shirt over that t-shirt and had a grey watch on his wrist, similar to Ben Seth's own Gnomon. When the boy landed, he lazily looked at the battle between the conqueror and the false god with indifference.

"So, what am I doing here?" the boy asked lazily, taking no action to help his summoner as Ben Seth attempted to pierce his heart yet again.

"You're here to help me!" Time Ben yelled while jumping back from Ben Seth's Khopesh, which managed to leave a small cut on his arm before he smacked it away with his energy sword.

The newcomer simply shrugged and, not seeing anything better to do, activated the Omnitrix on his wrist. His body grew taller and his figure wider. Spikes grew from the form's shoulders and his skin, organs & bones were replaced by bio-crystals, Taydenite to be more specific. The Omnitrix symbol moved from his wrist to the center of his chest.

Replacing the boy was a Petrosapien. However, this one was unusual; unlike the light blue that Diamondhead and the rest of his species usually were, this Petrosapien was a darker and sadder tone of blue. His suit was also grey instead of where green should be.

"Just tell me who to pound boss," the Petrosapien said monotonically. Time Ben smiled sadistically at that before pointing his sword at Ben Seth.

"Start with that one. Then you can kill and maim whoever you want outside after that."

The Petrosapien nodded stoically before turning and running at the young pharaoh. Cursing both the false god and his own luck, Ben Seth quickly activated his Gnomon and selected his form for the coming fight.

...

**TIME SKIP**

...

'_What's taking him so long?!'_ Louise thought irately to herself as she tapped her foot against the ground with crossed arms. For the past fifteen minutes, the mage had waited at the front gate like Ben had requested. Now that she thought about, why was she even listening to him?! He was supposed to listen to her, not the other way around!

However, despite her annoyance at being given orders, she couldn't help but be the slightest bit curious as to what her familiar could have that was faster than a horse.

Looking back on it, she briefly recalled that Ben had said he had a good relationship with a few other familiars that belonged to other mages. Maybe he was asking one of them for a ride? That made the most sense, but the only familiar faster than a horse that the second years had summoned was a dragon and Louise was pretty sure that Tabitha wouldn't just let Ben borrow her dragon for an entire day.

Another few minutes passed and now Louise was beginning to get just the slightest bit worried. Had Ben abandoned her? Had he decided to run off and never return, having tricked Louise into staying in one place so that she couldn't get help in chasing after him?! Had-

*Vrooom*

Louise's thoughts were interrupted as an unusual noise let itself become known to the nearby area. She blinked in confusion as to what the noise was before she noticed that it was steadily becoming louder, as if something was getting closer and closer to her.

By the time that the noise was at it's loudest and, from the sound of it, around the corner, Louise was expecting some sort of unusual manner of animal or beast to be the source of the noise. However, she instead got the surprise of the week when she saw Ben, in the first outfit he arrived in, riding the metal contraption he had arrived upon when she had summoned him.

Ben, on the other hand, was smiling like a lunatic. Despite it being a short amount of time since he had last ridden the Tenn-Speed, he had almost forgotten how much fun it was to ride.

Coming to a stop in front of an astounded Louise, Ben flashed her a grin. "Hey there! Need a lift, beautiful?"

Louise's jaw dropped upon seeing Ben's vehicle. She had seen carriages, airships and a few other curious types of vehicles in the past, but she had never seen something so small that could move on it's own without the aid of sails or animals. It also couldn't be magical since that would require that a mage to power it, and Ben was no mage.

"Wh-wh-wh-what?" Louise stuttered out, unable to form a coherent sentence because of her shock. "Wha-what is th-th-that?!"

"What, never see a motorcycle before?" Ben asked in a joking tone, still keeping his smile.

"I-I-I-I-I-I…"

"Just hop in. You want to get to the village before the end of the day, don't ya?"

That question shut Louise's mouth, if only for a moment, as she took a step forward to mount the motorcycle. However, she quickly found an issue.

"Um… where do I sit?" Louise asked awkwardly, looking over the vehicle for such a place to place herself upon. "There's only one seat."

"Just get behind me," Ben said, scooching forwards a bit in his seat to make space for Louise. "I'll drive and you can tell me the way."

Still too shocked at the vehicle to argue, Louise did as she was told. However, she did murmur to herself about how familiars shouldn't give orders, which was cut short by her yelping in surprise when the Tenn-Speed used it's tech to change her clothes to a set like Ben's, just sized to her smaller and feminine body.

Ben almost cracked a joke before noticed that, instead of a 10 on the front of her helmet, there was a 0. Marking it up as a mistake that bike made because of potential damage from the familiar summoning process or possibly Colbert tinkering with it, Ben shrugged it off as nothing important.

"So…" Ben said, taking Louise's attention off of her clothes, which she had been curiously examining, "where to?"

"It should be _that_ way," Louise stated, pointing straight ahead. "It usually takes an hour by horse to get to our first point, then you have to take a left turn at the split of the road."

Ben smirked underneath his helmet. "Bet I can get us there in ten minutes."

Louise scoffed in disbelief. "There's no way this thing can possibly go that fast."

"Challenge accepted!" Ben gleefully said as he turned the handle of the Tenn-Speed, sending them shooting forwards. Louise screamed in surprise at their sudden movement and grabbed Ben by the waist to stay steady, burying her head into his back. Ben paid no mind to that and just continued to smile as the world shot past them in a blur.

The pair's departure didn't go unnoticed. Many of the students, who were either enjoying their days outside or traveling to the village themselves, noticed the green blur with a small dash of pink shoot past them. None had the chance to identity what the blur was, although some of the more intelligent students quickly narrowed down the options to a certain shapeshifter that had been nothing but surprises lately.

However, a certain redheaded student (you can probably guess who) in particular was more angry than she was confused or curious. No, angry wasn't strong enough to describe what she was feeling; she was furious!

What did Ben see in that pink-haired failure that he didn't see in her?! She had better magic, a better personality, much better _looks_! That board of a Zero had nothing! So why had Ben called the Zero beautiful when she didn't have so much as curve on her whole body?! If the Zero wanted, she could pass as a boy!

As Kirche stomped up the stairs of the Void tower to get the aid of her best friend, she let out an agitated hmph. As if to place salt in the wound and stomp on it, Ben _had_ to do it the morning after he rejected her! The nerve!

It also didn't help that Kirche hadn't been able to catch a wink of sleep all night after Ben's departure; she had gotten herself _too_ excited to just go to sleep after Ben left.

A few more minutes passed, with Kirche navigating through the labyrinth of halls, rooms and closets before she finally reached her destination and knocked. After waiting for a very short few seconds, Kirche marched in without permission.

The room was spacy, just like all the other student rooms at the academy, and lining one of the walls were shelves filled with books. A mirror and a painting of a vase of flowers decorated the wall not covered in literature.

At the far end of the room and in front of the window was a bed. Laying on said bed was a small girl, even smaller than Louise in fact. She had short blue hair and wore the standard female student outfit (the black cloak changed out for long white stockings and a red ribbon underneath her pentagram pin) with red-framed glasses. Leaning next to her and against the bed was a wooden staff with the top end twisted down like a shepherd's cane and two blue stripes. Said staff also happened to be taller than the girl.

Stomping into the room, Kirche began to rant, explaining everything she had seen down by the front gate and what she was planning to do. Unfortunately for her, it all fell on deaf ears. Literally.

Tabitha had placed a silencing spell over the room the moment she started reading her book to prevent any unwanted distractions. Like spirited fire mages for example.

Kirche proceeded to rant on and on, unaware of the silencing spell, until Tabitha decided to show some courtesy and get rid of the spell. Lifting her staff and giving it a little wave, the silencing spell was dispelled.

"-we have to go now! Tabitha, the fate of my beloved is at stake! Get ready!"

"Reading," was the only response Tabitha offered, not even looking up from her book to address her only friend.

Kirche put a hand on her hip and looked away. "I know how important the Day of the Void is to you but I need your help! You see, I have fallen for the deepest of loves and right now he is with a good-for-nothing! I have to find out what they are doing! You understand, right?"

Tabitha merely shook her head stoically and continued with her reading.

"Oh, that's right, you won't do anything unless I explain it to you first," Kirche recalled. The Germanian redhead sighed before taking a deep breath. "I want to chase after them! They left riding that weird thing Ben had with him when he was summoned! It was really fast, so I need your familiar to help me catch up!" Kirche dropped herself next to Tabitha and clasped her hands together in a pleading way "Please? I need your help."

Kirche's pleas must have done something right because Tabitha finally stopped reading and, after memorizing her page number, stood up from her bed. Kirche's eyes brightened, thinking that Tabitha was doing this to help her. Unknown to her though, that was only part of it.

The subject of Ben had caught the attention of everyone in the academy, herself included; after all, he was a creature that could change his form into beings that nobody had ever seen before with extraordinary abilities yet claimed to be a normal human if the gossiping commoner staff she had overheard were to be believed.

Tabitha had observed him several times and, after searching through all of the library's accounts of the demon Mitir, she could say that she was positive that Ben wasn't him.

"So you'll help me?" Kirche asked hopefully. When Tabitha gave a nod in response, Kirche jumped to her feet and gave her diminutive friend a hug. "Thank you!"

Tabitha said nothing, merely pushing herself free of the Germanian's embrace and opening the window. Bringing her fingers to her mouth, Tabitha released a loud whistle before waiting. A mere moment later, a sound answered from the distance and a shape made itself known from the horizon; Tabitha's familiar had answered her call.

As the figure came closer, more features could be distinguished: the blue scales, the white underbelly, massive wings, long tail, toothless mouth and green eyes of Sylphid all became visible. The dragon stopped just outside of the window and hovered in the air with it's back to Tabitha's room by beating it's large wings.

Tabitha wasted no time in jumping out the window and onto her dragon's back; seeing that this was her familiar, she gave it her full trust. Kirche, on the other hand, was much more wary of doing what her friend had. But when the thought of Ben and Louise spending the entire day together and Ben choosing Louise over her crossed her mind, the redhead grit her teeth in anger and jumped out the window, any hesitation having been abandoned.

With a grunt, Kirche landed on the back of Tabitha's dragon. It took a moment for Kirche to realign herself, but the moment she did, Tabitha signalled to Sylphid to fly upwards. The dragon gave a coo of acknowledgement and began beating her wings to propel them high into the air.

"Your Sylphid gets even more magnificent every time I see her," Kirche complimented as the air rushed passed them. Kirche pet the dragon's neck before looking down. From this height, she could just barely make out the forms of the students.; they all appeared to be smaller than ants.

Tabitha nodded in thanks as they began to fly away from the academy. "Where to?"

"Uh… I think that they said they were going to the village, but I was in a hurry..."

Tabitha merely nodded before leaning towards Sylphid's ear. "Two people riding a green, horseless carriage. Don't eat them."

Sylphid gave a coo of understanding before turning her head every way to search for such an oddity. It took a moment but she finally spotted a glint of green in the distance that she could barely spot, even with her greatly enhanced eyesight.

Releasing a huff of annoyance at the object rapidly disappearing from her line of sight, Sylphid beat her wings furiously as she chased after the duo of the Zero and the shapeshifter.

...

**TIME SKIP**

...

Ben had seen many cities throughout the galaxy, but never had he seen one that looked like a Medieval village. It was amazing; the colors, the architecture, the clothing that people wore. It was just unbelievable how similar it was to the paintings in the old books. Ben was admittedly curious as to _why_ everything here (minus the magic and some of the animal species) was so similar to his own world, but he decided to think about that later.

"The weapon shop should be just next to Madam Marcel's Elixir Shop," Louise said, turning around to see that Ben was barely listening and was instead was paying more attention to the sights than her. "Are even listening to me?!"

"Yeah, yeah, sure," Ben said while he watched a street performer do a juggling act. He had stopped listening to her ever since they left the Tenn-Speed in a stable, where people would normally place their waiting horses.

Ben tried and failed to suppress a chuckle upon the memory of the stablehands seeing his motorcycle for the first time; he had laughed so hard when he saw the hands' gaping mouths and bulging eyes upon the sight of the Tenn-Speed.

Louise, thinking Ben was chuckling at her, frowned but said nothing, knowing that there was nothing she could do about it. "We're here."

The pair had stopped before an average-looking building with what appeared to be a blade acting as... the sign? Ben honestly didn't know. There wasn't any sort sign with writing anywhere he could see, so that was the only thing he could think of.

Actually, now that he thought about it, none of the signs had writing on them. Maybe most of the people here were illiterate? Ben heard somewhere that in the Middle Ages only rich people could learn how to read.

Ben shrugged at his thoughts before following Louise inside, where the two of them instantly saw dozens upon dozens of shiny weapons and shields lining the walls and filling barrels. Sitting behind the wooden counter was a buck-toothed man wearing a leather cap with a smoking, wooden pipe in his mouth. From the looks of things, he was intently examining something underneath the table that was hidden from his sight. He probably hadn't even noticed the duo come in.

Louise cleared her throat loudly, causing the salesman to take notice of them. A loud clunking noise sounded when he jumped from being startled. Maybe he had been polishing a weapon?

"Ah, customers!" the man said cheerfully. "What can I do you two for today?"

"As you can see by my escort's lack of arms, we are obviously in need of a weapon," Louise told the man in the haughty tone. Ben bit back the urge to stop snap something at the mage; beginning an argument here wouldn't result in anything productive. Besides, he would change that rude attitude in due time. He just needed to get it through to her that he wanted to help her.

"But of course, of course. So, will it be one each for each of you or just a weapon for your companion?"

"I require a weapon for my servant so that he may act as my personal guard."

The salesman nodded in understanding, a glint of remembrance filling his eyes. "Lately it's been starting to become a trend for nobles to make such requests. Any idea on what kind of weapon you're most comfortable with, young man?"

Ben shrugged in nonchalance and leaned back against a wall, personally not caring too much about what Louise would buy him; so long as it worked and looked kind of cool, it was alright with him. "I've used lots of weapons in the past, so I'm good with just about anything."

Ben failed to mention that those weapons happened to be alien in origin but meh, details.

The salesman man cupped his chin in thought, trying to think of what would best suit the brown-haired teenager. "Hmmm... this is a tricky situation. If you only want _one_ weapon, then you usually have to specialize in using it. Allow me a moment to grab a few weapons samples from the back..." the man muttered as he walked through a doorway to the back of the shop.

When he returned through the doorway, he was now carrying a rolled up tarp which covered his arms. Once he reached the counter, the man placed it down and unveiled the tarp's contents, revealing weapons galore: daggers, scythes, axes, swords, whips. If you named it and it came from the Middle Ages, it could most likely be found on the tarp.

Louise bent down closer to examine them and frowned in disappointment. These weapons were mundane in appearance and seemed to have no special sorts of enchantments or abilities. This simply would not do; if her familiar was to have any sort of weapon then it was going to be impressive & majestic to show off her noble standing, not look like it was found in some back alley dump.

What Louise _didn't_ realize though was that these were simply just samples to show the different kinds of weapons that the shop offered, not the actual weapons themselves.

"Useless," Louise said, standing straight again and looking at the shopkeeper. "Bring me something that doesn't look like it was found in a scrapheap."

"Hey, lady! Shut your mouth hole already!" a male voice called out from behind Louise. A vein throbbing in anger, the pink-haired girl whirled around to see Ben standing next to the discount bin. The boy had a look of confusion on his face, but Louise didn't see it in her anger.

"Wh-what di-i-i-id you say-y-y?" Louise asked Ben with her wand raised, small bolts of crackling lightning emanating from the tip.

"N-nothing!" Ben said, raising his hands up in defense. "I swear, that wasn't me!"

"I said shut up! Stop talking! Make no noise! Keep it down! Stay the fuck quiet!"

Once again, Louise, in her rage, failed to notice an important detail: Ben's mouth hadn't moved with the voice. She was too angry to care about that at the moment and was instead more concerned about doing what she did best.

"Explosion!"

In a blast of white light, black smoke and pain, Ben was sent hurtling into the walls on the other side of the shop. A few of the stands from where Ben had been standing a moment ago were ruined, but the shopkeeper was too scared of the mage to say anything and had instead opted to hide underneath his counter.

'_With all of these explosions, she could probably give Michael Bay a run for his money.'_ Ben mentally joked to himself, wincing as he peeled himself off of the wall. '_Note to self: don't let her do that near anything flammable.'_

"WOULD YOU QUIT THAT?! You almost blew off my handle kid!"

Louise, having effectively released her stress in the form of blowing Ben up, now noticed that: a) Ben hadn't moved his mouth, b) that he was on the other side of the room and c) the voice sounded different from Ben's.

She turned her head to look at the area that the voice originated from only to become confused when the only thing in that spot was a bin that had somehow not been blown apart in the explosion. Inside the bin were various swords, spears and battleaxes, almost all of which were chipped or mostly made of rust.

Thinking it safe to peek his head out over the top of his counter, the shopkeeper noticed where Louise was looking. "Ah yes, that one is an interesting piece of cra… craftsmanship! I was going to say craftsmanship."

Rushing out from his hiding spot and grabbing a particular sword from the bin, he presented it to the diminutive mage. "It's an intelligent sword by the name of Derflinger, capable of holding its own knowledge. It is very old, ancient in fact, and can make for a very valuable partner by giving ru-" the shopkeeper stopped himself. "... helpful advice."

'_Everything about this guy just screams shady.'_ Louise thought to herself with a deadpan. '_Looks like we're going to have to search for a more respectable establishm-'_

"A talking sword?" Ben asked, appearing in front of the shopkeeper in a flash. "That's awesome!"

"Damn straight!" the sword yelled from the shopkeeper's hands, happy that someone finally recognized it's natural talents.

"How much?" Ben asked, taking the sword in his own hands and looking it over.

The shopkeeper grinned, failing to notice Louise glaring at the trio. He had finally found someone who he could play for a sucker and give that annoying sword to. Honestly, he would have taken any price since he had been trying to get rid of the damn thing for years, but now he could very well be getting a fortune!

"I won't give you more than two hundred gold coins for that old thing," Louise said, having practically seen the greed in his eyes. "Even a sword as rare as a talking one is only worth four hundred on it's own and this one is all worn out."

The shopkeeper grimaced, knowing he had been seen through. "How about we meet in the middle and say three hundred… and twenty?"

"Two hundred and fifty if you add a sheath."

"Deal!"

Oblivious to the discussion taking place over the sword's price, Ben and Derflinger were having a conversation with one another.

"So, are you a wielder kid?" Derflinger asked from within Ben's hands. "Because only a wielder can, well, wield me."

"Yeah, I'm pretty sure I am," Ben said, thinking about his present and past experiences wielding the Omnitrixes & Ultimatrix. "Yeah, I'm a wielder."

"Great!"

"So, you want to come with me to the academy? It would be awesome… sorry, what was your name again?"

"Delfinger's the name, cutting stuff's my game," Delfinger answered. "And yeah, sure. Sounds better than just sitting in that bin all day and listening to this conman swindling people of their money."

The shopkeeper's eyes went wide as Louise handed him the money. "Thanks for your purchase, _don't _come again!" He said as he grabbed her and Ben by their shoulders and pushed them out the door. "Good day!"

With that, the shopkeeper slammed the door behind them. Ben swore he could hear the click of a lock, although that could have just been his imagination.

Louise took a moment to glare at the door before letting out a hmph of indignation and began walking away from the shop. "Let's go already."

Ben gave no resistance to Louise's demands, being too busy having a conversation with Delfinger at eighty five miles an hour. As the unusual trio began their walk back to the stables, a set of golden-brown eyes spotted them from around the corner.

"That little wench! She's trying to win him over with a _gift._" the owner of the eyes hissed upon spotting them. "Well, two can play at that game, Zero!"

...

**TIME SKIP**

...

Louise was beginning to regret her decision.

It was nighttime and the odd group of three had retreated to Louise's room to rest for the night. However, much to Louise's annoyance, Ben and Derflinger just refused to shut up!

It had been like that ever since she had bought the damn thing: Derflinger would make a comment, Ben would reply and it would quickly spiral into a full blown conversation. Why had Louise ever think that buying that sword was a good idea?

Louise could now see why that shopkeeper had been so eager to get rid of it; it was too damn annoying! It talked too much, was loud as a banshee, made snarky comments (as if she didn't get enough of that with Ben), was ugly to look at and refused to shut up for any longer than thirty seconds!

Louise had been hoping to get some sleep and stop listening to the pair of talk, but since when did she ever have it easy? No, the universe apparently decided that she hadn't suffered enough because, mere moments after lying down in her bed, the red-haired cow burst into her room with a sword of her own!

And, to add insult to injury, this sword was superior to Derflinger in every way: it was large, thick, shiny from the gold it consisted of and _didn't talk_. It was made by a famous Germanian and was said to be able to cut through steel as though it was warm butter.

Louise grit her teeth together in rage at how Kirche had managed to get a better sword than her. However, Ben didn't share her thoughts.

"Thanks Kirche, but I'll stay with my friend," Ben told the Germanian when she presented the sword to him in Louise's room while patting the sheath which now hung from his back. "Derf and I just go well together, you know?"

"And I won't be leaving my new partner's side any time soon!" the sword added, sticking his "head" from the sheath.

A tense atmosphere seemed to fall over the room as Kirche seemed to take Ben's proclamation as a challenge. Ben & Kirche now stood apart from each other, separated by about ten feet, as they unconsciously tensed their muscles in preparation should a fight start. Both were holding their swords and had a diminutive mage behind them, one with pink hair and the other with blue.

And speaking of diminutive mages with blue hair, Tabitha wasn't reading her book for once. In fact, the book was nowhere in sight. She was instead paying close attention to the situation before her. She knew that Kirche was trained in combat, but she still didn't like her best friend's chances against the unpredictable shapeshifter.

Unaware of Tabitha's thoughts, Kirche was reconsidering her decisions. She did _not_ feel nearly as confident as she looked, but she needed to keep up appearances; after all, her appearance was her best weapon. It had helped Kirche get the sword for almost nothing: all she had to do was merely use the same old tricks on the shopkeeper to bring down the price of the sword she now held from thousands to just a few hundred. Her charm had once again proved useful in getting what she wanted.

But if that was so…

Then why…

… couldn't she charm Ben?! It had worked for dozens of other men in the past, but he barely paid her any attention when she attempted to use it on him! It was as infuriating as it was attractive!

No matter though; tonight would be the night that Ben fell for her!

"I was told that this sword is Germanian," Kirche said flirtatiously, taking a step towards the object of her affections and pressing his arm against her breasts. "You know, Germania makes the best swords _and_ women~. Unlike Tristain; they're so boring and useless."

A vein popped on Louise's forehead at that description. "W-what? Germania is a country of brute savages with only _fake_ wealth." Louise said the last part while directing her glare at Kirche's chest.

Kirche's left eye twitched and she placed her sword away to pull out her wand. Louise did the same in response, causing Ben free himself and to back off; he didn't want to be caught in the crossfire of a magic duel… again (another long story).

"Interesting choice of words," Kirche responded, failing to conceal the spite in her voice.

Louise replied back in a similar tone. "It's common knowledge."

"Stela telum," Tabitha said, casting a spell with her staff. The wands of the two bickering mages flew from their hands and into the hands of a surprised Ben. Kirche looked at her friend with a betrayed look, clearly wanting an explanation.

"Indoors," Tabitha said simply, as if it explained everything. It probably did to her.

The blue-haired mage's actions didn't dissuade her red-haired friend or the pink-haired Zero though; the two were glaring at each other so hatefully that Ben was worried that actual sparks would start flying.

"I won't let you keep my beloved from me!" Kirche exclaimed. "My love for him is stronger than you! In fact, my _everything_ is stronger than you!"

"Stronger?!" Louise asked as if Kirche had just told a bad joke "The only way you'd ever be able to beat me in a duel is by crushing me with your huge weight! You fat cow!"

That was the straw that broke the camel's back. "Then let's find out!" Kirche yelled, her face almost as red as her hair in anger. "Next weekend, we will go to the south fields near the mountain and duel!"

"It's set then!" Louise said, agreeing to the fight before she could think rationally. If she was thinking rationally at the time, then it would have occurred to her that she had no combat abilities aside from making things explode. And even then, that was usually on accident.

As all of this was going on, Ben looked from Louise to Kirche, then from Kirche to Louise and thought with a sweatdrop. _`This is way beyond a sword or even me.´_

...

**TIME SKIP**

...

It had been hours since the beginning of the battle, but Ben Seth could see it now: he was winning.

Almost every automaton that the false god had conjured had been ripped into pieces by either him or his soldiers and the imposter himself, alongside his uninterested warrior, had retreated to the eastern side of the palace. While cornering the false god had finally been achieved, a new problem had arisen: the possibility of civilian hostages.

Prior to the battle between Ben Seth's armies and the false god's automaton armies, an escape plan had been made: if the armies clashed with one another, nearby civilians were supposed to travel along an escape route that went through the eastern side of the palace.

That led to Ben Seth's current dilemma: he wasn't sure if they had made it through the escape route and outside of the palace. Even more importantly, Ben Seth wasn't even sure if _they_ had made it out alive.

As soon as the battle had started, Ben Seth had ordered his slaves to escort his queen, concubines and favorite slaves out. He silently prayed to Horus that they were safe; his Queen was in no condition to fight, being only days away from childbirth, and most of his concubines and slaves had no fighting experience… well, accept for Looma, EightEight and his trio of bodyguards, but even then Ben Seth doubted they could face a being that could control time.

A glint from an incoming mass of sharpened shards flying at him brought the pharaoh out of his musings. Ben Seth, now acting as the Eye of Thoth, used his power to create a tornado to protect himself from a barrage of flying shards of crystal that the bored Petrasapien was shooting.

In one of the larger crystals flying past his head, Ben Seth briefly caught a glimpse of his reflection. Instead of a human, there a blue and grey avian creature with a humanoid body shape in his place. Despite being avian, the being had no wings and instead had arms that were tipped with three taloned fingers. The beak of the creature was curved downward and it's eyes were a piercing yellow. The being wore gold and black armor & jewelry with a white linen cape draping it's back. The symbol of Ben Seth's Gnomon stood proudly at the bird-like creature's neckline.

This was the form that Ben Seth took whenever he acted as the Eye of Thoth: a large anthropomorphic birdman that, despite not having wings, could control the air and weather with a great strategic mind.

Giving a loud, birdlike cry, Ben Seth began levitating high in the air and commanded the tornado to change into a thunderstorm that could strike down the crystal intruder. Said intruder must have noticed the change since he stopped his attack to stare at the dark clouds forming above them and below the ceiling.

The crystals that the Petrosapien had launched became swept away by the several hundred miles per hour winds, now being flung all across the hurricane as dangerous shrapnel. With a smirk on his peak, Ben Seth waved his hand and dispelled the tornado, causing the crystals that had been launched at him to being falling like a deadly rain.

With his mind now being inhabited by a god of wisdom, Ben Seth had come up with a solution to his invader problem: trick the crystal brute into using his ability to shoot crystals at a distance, create a hurricane to capture them and redirect them with air currents towards the false god.

Upon seeing the shards being directed towards him, the false god attempted to make an escape by running towards a nearby escape tunnel. Ben Seth smirked; the imposter was trapping himself even further than he already was. The death of the false god was imminent.

In a truly desperate act, Time Ben pressed a button in his silver gauntlet, accelerating his personal time twice of what was normal; he would pay a heavy price for this later but he needed to get out of this! Unfortunately for Ben Seth, the speed boost was just enough for the false god to just barely make it into the tunnel without being hit.

The pharaoh scowled at that; there the false god went, using Khonshu's powers as if they belonged to him. He would make him pay for that later.

Ben Seth saw a glint of dark blue just barely enter his line of sight, prompting him to cease his levitation and fall several feet. That proved to be a good move, as the Gnomon wielder just barely managed to avoid being skewered by the apathetic combatant he had nearly forgotten about.

"This is beginning to irk me," the birdman said irately, casting a side glance at the Petrosapien.

"Meh," the apathetic one replied with a shrug before pressing down onto the symbol on his belt, transforming him into a new form.

His shoulders grew in width while his height was slightly decreased. The bio-mineral that Petrosapiens were made of gave way to stoney skin, bones & organs. The toes and fingers elongated into talons, a three-pronged tail grew from the tailbones and wings with purple membranes burst forth from the shoulder blades. Bone protrusions pierced through the skin to encircle the arms, wings and tail of the transformation. Cracks formed along several parts of the body. The face became wider, with sharp teeth replacing crystal ones, a pair of horns growing over where the eyebrows would be and piercing light green eyes shone. The bodysuit of the Petrosapien was replaced by tight shorts and a sash around the being's chest that had a logo similar to the Gnomon's on it.

"Skullback!" the transformation announced loudly in a deep, threatening voice but putting no real feeling into it.

"Oh, for the love of Ra…" Ben Seth groaned upon seeing at the new form, facepalming. Once done with that, he took a deep breath which was way longer than what most beings could take and began levitating back into the air, letting out a breath as strong as a typhoon.

The gargoyle-like Skullback anchored himself to the floor by digging his talons into it, but didn't really care enough to completely fight off the wind. So he let his wings open and pull him away, hopefully to somewhere more fun than this place.

With the pest now taken care of, Ben Seth ran into the tunnel that the cowardly false god had retreated into. Oh, how he was looking forward to exterminating him as slowly and painfully as possible!

However, as Ben Seth continued going deeper and deeper into the tunnel, he began to slightly worry; there were marks that had clearly been made from fighting and they were fresh. Even more worryingly was that there were no automaton remains to be seen: this had been the result of people fighting people.

Or one very skilled person.

As Ben Seth continued running down the tunnel, having accelerated himself using his control over the wind, he saw what he assumed were remains of those unfortunate to come across Time Ben in the form of piles of ash. Piles of ashes with weapons or pieces of clothing by their side.

'_Who were you?'_ Ben Seth sadly thought to himself as he glanced at the piles of ash he accelerated past. '_Who did I fail to protect?'_

Ben Seth was brought out of his downcast thoughts when he heard a terrified female scream coming from the end of the tunnel. Abandoning his depressing train of thought, he instantly shot forward at an unearthly speed towards the source. That had been the scream of Gwen Ptah.

Eventually, after another half minute of frantic acceleration, Ben Seth caught sight of Time Ben approaching Gwen Ptah with his energy sword at hand. He had cornered the rest of his slaves and concubines in the corner of a cave in, with Looma and EightEight laying on the floor unconscious. The only one defending the group of women now was Chrono-Spanner with a two meter, extendable metal fighting staff that he had picked up earlier.

"Why don't you just give up already?" Chrono-Spanner asked mockingly "You've tried doing this kind of thing before, remember? And look we're that got you."

Time Ben sneered. "You don't even know what happened last time. But that doesn't matter; I've learned from my past and your future that never was. I _will_ succeed this time." Moving like lighting, Time Ben sped forth to try and stab the pregnant stomach of Gwen Ptah.

Chrono-Spanner swung his staff into the opposing time traveler's gut and barely managed to hold him off long enough for Ben Seth to get in on the fight. With the fury of an angered hippopotamus, Ben Seth zoomed in to the imposter and, with his fist extended, smacked him into a wall.

Time Ben released an agonized cry of pain when his face connected with the stone. A loud cracking noise sounded; Time Ben had broken his nose, even with his helmet on. The time traveler attempted to recover from his face being introduced to the wall, but was grabbed by the neck and pinned several feet off the ground & to the wall by Ben Seth.

Holding the imposter against the wall and using his powers over the wind do bring one of EightEight's fallen swords to him, Ben Seth looked down upon Time Ben with a steely gaze.

"By the divine decree of me, the Pharaoh of Egypt, I condemn you to death for your crimes against the crown," Ben Seth recited, grabbing the weapon and preparing to chop off the head of the imposter. "May Osiris show you the mercy that I will not give you."

Ben Seth raised the sword in preparation for the decapitation of the man who dared to call himself a god, only to falter slightly when he saw that same man smirking.

The next second was an explosion of activity: a large shockwave of purple energy exploded from the hands of Time Ben, which sent Ben Seth and the rest flying back. Chrono-Spanner quickly recovered but was then blindsided by Skullback and sent hurtling into a wall.

"Back boss," the gargoyle-like creature grunted. Time Ben nodded, not really caring although it saved him the effort of having to track down his servant later, before turning to the downed group.

Normally he would have aged them into dust with the shockwave alone, but the protection that the badges provided had ensured that there were no ill effects on them, aside from being thrown back a couple feet. Slightly irked by that, Time Ben decided to just cut his losses now and leave while the getting was good.

"Come," Time Ben said, waving his hand to open a portal. "We are leaving. There is nothing for us in this world."

"Whatever," Skullback sighed, flapping his wings to propel himself through the vortex. Time Ben made to follow him before he noticed something from the corner of his eye. Adopting a psychotic smile, Time Ben turned to the downed Ben Seth.

"Enjoy my parting gift _pharaoh_," Time Ben said, saying the last word in a mocking tone of voice. Providing no hint as to what he was talking about, the time traveler jumped through the portal and began closing it behind him, leaving the universe of planet-conquering Egyptians behind.

Ben Seth was the first to get his senses back. Sees the portal closing, the young ruler attempted to run to it before it closed. Much to his dismay though, he was too late and the vortex ceased to exist. For a moment, the Egyptian shapeshifter just stood there, processing everything that had just happened. Then, with a yell of anger, he ran up to the nearest wall and began punching it in frustration.

"B-Ben," Gwen Ptah's shaky voice called out to him, tearing his attention away from the wall. "I-I f-feel kind of si-ick."

The pharaoh turned around to see his queen lying on the floor, struggling to get up. For a moment, Ben Seth didn't see anything wrong with her. That quickly changed though.

Gwen Ptah's hair quickly became grey. Her skin rapidly wrinkled as her voice dried up and she completely collapsed onto the ground while clutching her swollen belly.

"Gwen!" Ben Seth screamed as he ran to her and kneeled down beside her, turning back into a human. He placed a hand over her and quickly noticed what Time Ben had: her badge was damaged and no longer functioning. The reason: a tiny shard of dark blue crystal embedded in its side.

"I'm sorry," Gwen Ptah said, beginning to cry. "I thought that if I went back I could help with my magic, but you were already fighting the other you. I-I just got in the way."

"Shhh, it's alright," Ben Seth said, trying to soothe his queen by stroking her now-grey hair. "We just have to get you to a physician and you'll be better before the day is over. Just hang in there for me."

Gwen Ptah let out a pained gasp, her skin now similar to the skin you would find on a mummy. With teary eyes, she looked Ben Seth in the face. "Please remember that I love you."

"You're saying goodbye," Ben Seth realized with a stroke of fear. "Don't you dare say goodbye!" he ordered her, his own eyes beginning to spill tears now. "I won't say goodbye to you! I won't!"

Gwen Ptah looked up at him and tried her best to give a brave smile. "Smile for me."

Ben Seth clutched her hand and brought it to his cheek. Beginning to sob, he asked, "How could I ever smile in a moment like this?"

"It's alright," Gwen Ptah said her whole body now turning grey. She closed her eyes for the last time, awaiting what was to come with a calm smile. "I'll do it for you."

Those were the final words Gwen Ptah ever spoke before her body aged to dust.

For a moment, nobody said anything. There was nothing to say; their queen had just been killed before their eyes. Then Ben Seth released a sob. Not looking up from where he sat, Ben Seth released several more sobs before he broke down into tears.

His love was dead. And while all of his favorite slaves and concubines may have survived, the one closest to his heart had perished in front of his eyes. Taken from him by the false god.

Chrono-Spanner said nothing, simply standing away in the corner, unable to comfort the pharaoh but unwilling to leave him like this. So he watched, for what felt like and may have actually been hours before Ben Seth finally managed to pull himself together for however short a time.

"I will fight for her," Ben Seth stated solemnly, a tremble in his voice. "But not now. Please, not now. I don't think I could honor her memory as I am right now."

Chrono-Spanner nodded, not knowing what to say. He stayed there for a moment, waiting to see if the pharaoh had anything else to say. When Ben Seth remained silent, he pressed the button on his Chrono-Belt to travel to his next location.

As Chrono-Spanner was washed away in the timestream, he reflected on what had just happened: Eon had effortlessly just taken away the most important thing in Ben Seth's life and taunted him about it before Ben Seth even knew what had happened.

'_He is a monster.' _Ken thought to himself. Closing his eyes, Ken continued traveling through the timestream.

The Time War had only begun.

...

**TIME SKIP**

...

**The End**

**Omake: Cosmic Karma Part 1**

"Well, that was quite an ordeal," Eon said to himself, stepping out of the portal and onto the other side. "Slightly disappointing that that god-believing fool got wise. He showed promise."

"Whatever," Skullback said, transforming back into Apathetic Ben with a shrug. "Where are we anyways?"

Eon examined the environment that they had found themselves in. Due to his haste to leave Ben Seth, the time traveler hadn't really attached the other end of the portal to a specific time or universe, thus sending them to… here.

The pair were on the top of a rocky mountain with no life in sight besides some moss and lichens growing on the stones. The heavens above were stormy, occasionally illuminating the area with lightning. A gigantic rock crag stood out before them and appeared to be the eye of the storm, seeing as how the clouds were swarming around it.

"I don't know," Eon admitted, feeling uneasy about being in unknown territory. "I didn't have a specific escape point planned when I made the portal. Although, if we can just find a world with a suitabl-"

"Who are you?"

"NOT TODAY SATAN!" Eon said, jumping back startled from unexpected interruption. Turning around, Eon came face to face with a ten-year old version of Ben. This Ben wore ragged clothing with numerous holes in it, had an amulet on his neck with the Omnitrix symbol on it and a sword & shield strapped to his sides. His eyes held a stern, questioning look in them that slightly offset Eon; they had the look of someone who had seen more than they should at his age.

"Who are you?" the new Ben questioned again.

Eon sneered in annoyance at the newcomer. "Someone you should fear."

The ten-year old raised an eyebrow, visibly unimpressed by the older Ben's threats; he had seen insects with more menace than this oddly-dressed intruders upon his territory. "Get off of my mountain. You weren't invited."

Eon rolled his eyes in minor annoyance before he began collecting purple energy in his palms; this Ben seemed to independant to willingly follow him. The new Ben's eyes showed a glimmer of intrigue when he saw Eon's abilities, but he remained silent. Reaching his left hand up to grip his amulet, the younger Ben was encompassed in a green flash at the same time that Eon shot his aging ray.

Dust was thrown up from the collision, obscuring the vision of Eon and Apathetic Ben. Silence reigned over the area for a moment before Eon scoffed and began walking away from the dust cloud. Apathetic Ben followed close behind, not wanting to stay there either.

"Not even worth the effort," Eon said, slightly disappointed. After his experience with Ben Seth, he had kind of needed someone or something that he could use as a punching bag for stress relief.

"_**Not even worth the effort?"**_ a deep yet silky smooth voice questioned from the dust cloud. Eon and Apathetic Ben stopped in their tracks to turn around. Now that the dust was settling, they could see a large figure hunched over the ground. "_**You say that as if you had any power at all."**_

The figure began standing up straight, which resulted in it quickly looming over the now insignificant dust cloud. The beast before Eon and Apathetic Ben was towering, easily dwarving them in height _and_ length by dozens of feet. Black scales covered every part of the creature's body, from the massive tattered wings to the spiked, whiplike tail. Sharp teeth lined the large mouth and horrendous claws tipped the fingers & toes of it's six limbs. Four horns decorated the beast's head and a pair of fins jutted out from the sides.

"_**Underestimating the Elderbane,"**_ the newly-transformed dragon growled out, small embers floating out of his toothed maw as he spoke, "_**will be the last mistake of your life."**_

"Maltruant damn i-" Eon began to say before Elderbane Ben released a torrent of red flames from his jaws. Apathetic Ben transformed into Skullback once more and acted as a shield for Eon. The fire collided with the stone-skinned alien, leaving a massive black scorch mark on his chest and causing him to release a grunt of pain. Elderbane Ben momentarily ceased his attacked to examine Apathetic Ben with his yellow eyes. Now that the dragon leaned forwards, Eon could now see that the eyes were made of crystal.

"_**Another Elderbane?"**_ the black dragon questioned with an inquisitive look before he regained his glare. "_**No, you're more like some kind of Lynianbane. Regardless of your unique abilities, you two will perish for trespassing on my mountain. If you will not burn before Doomsday, you will be crushed by Terraboa!"**_

Another green flash engulfed the dragon, causing the two intruders to shield their eyes. When the flash died down, they saw that the dragon had been replaced by a stone wall. The pair waited a moment for something to happen. When nothing did, Apathetic Ben transformed back into a human and Eon let out a sigh of relief.

"Man, almost thought that we were in for another fight there," Eon said in a relieved tone of voice before he noticed the wall twitch. "Huh?"

Leaning slightly forwards, the time traveler scrutinized the wall. Now that he gave it a closer look, the rocks...

Kind of looked...

Like scales...

...

...

...

'_Fuck.' _Eon thought to himself, looking up to see a giant, snake-like head looking down upon them like they were bugs. This new creature had spiked shoulders and a pair of arms that were on either side of Eon & his lackey, preventing any form of terrestrial escape for them. A forked tongue flickered out from the creature's mouth as blood red eyes seemed to pierce into their very souls.

"**You die here,"** the snake said in a simplistic and brutish voice. Raising a massive, mace-like tail from somewhere behind him and twirling it around a few times to gain momentum, the beast prepared to swing it down in an effort to crush them.

"I don't think so," Eon said, quickly gathering a massive ball of purple energy between his hands. "It will be _you_ who dies here, worm."

Sending the sphere flying at the snake's face, the purple ball hit him right on the nose. Eon smirked, expecting the snake to rapidly age into dust. However, that smirk disappeared when he saw the snake begin to _grow_ and develop more spines. By the time it stopped growing, the snake was several feet _larger_ and didn't appear to have been weakened at all. In fact, it looked much stronger than before.

'_I may have just made things worse…'_ Eon thought to himself while several nervous sweatdrops traveled down his neck.

"**Terraboa don't know what Purple Ant did to Terraboa,"** the newly-dubbed Terraboa said, swinging his tail one more time, "**but Terraboa like it. Now die."**

"NOPE!" Eon yelled in fright, opening a portal right underneath himself & Apathetic Ben and letting gravity carry them into it. Falling in feet first, their heads just barely made it inside before the spiked tail crushed the earth they had stood on moments before.

Skip forwards a trip through time & space and the two of them hit the ground of some new location with a lot of force. Being the first to recover, Eon got up and took a breath in through his nose, noticing something odd.

"Hey?" he questioned Apathetic Ben, who didn't get up from the ground, finding it to be too much trouble. "Do you smell that?"

Apathetic Ben sniffed the air. "Yeah… something is burning. Umm, boss… was your butt always on fire?"

_End of the omake, but not Eon's suffering. That is a Mr. Sensei guarantee._

**...**

**Mr. Sensei: For those of you that were wondering: No, Louise is not schizophrenic, people who are depressed and alone normally have arguments in their heads where they question themselves and their decisions. She is not insane, she is not possessed by Zs'Skayr or anything like that; she is just very, very, very sad and insecure.**

_**Omnisaurus: We used a few fan transformations from DeviantArt for this chapter. First off was Thoth (which Ben Seth refers to as the Eye of Thoth) who was made by Artmachband196. The second was Skullback, who was drawn masterfully by CreaturemasterProds but created by Shadow-DJ. Finally, there's Elderbane Ben's Fatalis form, Doomsday, and Dalamandur form, Terraboa. They're both originals of ours and the names was created by Purp.**_

**Mr. Sensei: Thanks Purp.**

_**Omnisaurus: : Just going to say it now, I had lots of fun with the scene where Siesta and Miss Longueville are drunk. All hail Ben Tennyson the harem god! (Issei Hyoudou, Shido Itsuka, Kimihito Kurusu, Ichika Orimura, Kodaka Hasegawa, Marco Diaz, Ayumu Aikawa, Shinichi Izumi, Diablo, Saito Hiraga, Godou Kusanagi, Bell Cranel, Kirigaya Kazuto, Tsukune Aono, Goblin Slayer, Ash Ketchum and Yūki Rito who?)**_

**Mr. Sensei: Oh great one above… you're awesome.**

_**Omnisaurus: I know I am.**_

**Mr. Sensei: I was talking to the other guy.**

_**Omnisaurus: Oh… okay then…**_

***turns around to look at something in the distance***

_**Omnisaurus: PURP! SENSEI WANTS TO TELL YOU THAT YOU'RE AWESOME!**_

***demonic Purp sounds in the background***

**Mr. Sensei: Ahhhh! El diablo! Run!**

_**Omnisaurus: No, that's just Purp. He's… actually infinitely worse than that, so yeah, run!**_

**Mr. Sensei: Ahhhh! Purp! Run!**

***both skedaddle the heck outta there***


End file.
